0001193125-15-013134.txt : 20150116 0001193125-15-013134.hdr.sgml : 20150116 20150116151124 ACCESSION NUMBER: 0001193125-15-013134 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 20150114 0001347185 0001002761 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150116 DATE AS OF CHANGE: 20150116 Auto loans FILER: COMPANY DATA: COMPANY CONFORMED NAME: AFS SenSub Corp. CENTRAL INDEX KEY: 0001347185 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 880475154 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-140931 FILM NUMBER: 15532486 BUSINESS ADDRESS: STREET 1: 2265B RENAISSANCE DRIVE, SUITE 17 CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 702-932-4914 MAIL ADDRESS: STREET 1: 2265B RENAISSANCE DRIVE, SUITE 17 CITY: LAS VEGAS STATE: NV ZIP: 89119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AmeriCredit Automobile Receivables Trust 2015-1 CENTRAL INDEX KEY: 0001630372 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-194765-03 FILM NUMBER: 15532487 BUSINESS ADDRESS: STREET 1: 2265B RENAISSANCE DRIVE, SUITE 17 CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 702-932-4914 MAIL ADDRESS: STREET 1: 2265B RENAISSANCE DRIVE, SUITE 17 CITY: LAS VEGAS STATE: NV ZIP: 89119 8-K 1 d853626d8k.htm FORM 8-K Form 8-K

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) January 14, 2015

 

 

AmeriCredit Automobile Receivables Trust 2015-1

(Exact name of registrant as specified in its charter)

AFS SenSub Corp.

(Exact name of depositor as specified in its charter)

AmeriCredit Financial Services, Inc.

(Exact name of sponsor as specified in its charter)

 

 

 

Delaware   333-194765-03   47-6663316

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

c/o AmeriCredit Financial Services, Inc.

Attention: Frank E. Brown III, Esq.

801 Cherry Street, Suite 3500

Fort Worth, Texas

  76102
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number including area code—(817) 302-7000

 

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 1.01. Entry into a Material Definitive Agreement.

AFS SenSub Corp. (“AFS SenSub”), as depositor, and AmeriCredit Financial Services, Inc. (“AmeriCredit”), as sponsor, will cause a newly formed issuing entity, AmeriCredit Automobile Receivables Trust 2015-1 (the “Issuing Entity”), to issue $156,000,000 Class A-1 0.30000% Asset Backed Notes (the “Class A-1 Notes”), $100,000,000 Class A-2-A 0.77% Asset Backed Notes (the “Class A-2-A Notes”), $235,000,000 Class A-2-B Floating Rate Asset Backed Notes (the “Class A-2-B Notes” and together with the Class A-2-A Notes, the “Class A-2 Notes”), $292,390,000 Class A-3 1.26% Asset Backed Notes (the “Class A-3 Notes”), $84,390,000 Class B 1.88% Asset Backed Notes (the “Class B Notes”), $104,760,000 Class C 2.51% Asset Backed Notes (the “Class C Notes,” and together with the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class B Notes, the “Publicly Offered Notes”), $103,020,000 Class D 2.95% Asset Backed Notes (the “Class D Notes”), $24,440,000 Class E 3.54% Asset Backed Notes (the “Class E Notes”), and an Asset Backed Certificate (the “Certificate”), on January 22, 2015 (the “Closing Date”). The Publicly Offered Notes will be registered under the Registration Statement. This Current Report on Form 8-K is being filed to satisfy an undertaking to file copies of certain agreements to be executed in connection with the issuance of the Publicly Offered Notes, the forms of which were filed as Exhibits to the Registration Statement.

The Publicly Offered Notes evidence indebtedness of the Issuing Entity, the assets of which consist primarily of “sub-prime” automobile loan contracts (the “Receivables”) secured by new and used automobiles, light duty trucks and vans. The Publicly Offered Notes will be sold to J.P. Morgan Securities LLC (“J.P. Morgan”), Morgan Stanley & Co. LLC (“Morgan Stanley”), RBC Capital Markets, LLC (“RBC Capital Markets”) and Wells Fargo Securities, LLC (“Wells Fargo Securities” and collectively with JPMorgan, Morgan Stanley and RBC Capital Markets, the “Representatives”), BNP Paribas Securities Corp. (“BNP Paribas”), Citigroup Global Markets Inc. (“Citigroup”), Credit Suisse Securities (USA) LLC (“Credit Suisse”), and Deutsche Bank Securities Inc. (“Deutsche Bank Securities” and collectively with the Representatives, BNP Paribas, Citigroup and Credit Suisse, the “Underwriters”), pursuant to the Underwriting Agreement attached hereto as Exhibit 1.1, dated as of January 14, 2015 (the “Underwriting Agreement”), among AmeriCredit, AFS SenSub and the Representatives.

 

Item 8.01. Other Events.

The Issuing Entity was formed, and the Certificate will be issued, pursuant to the Trust Agreement, attached hereto as Exhibit 4.2, dated as of December 8, 2014, as amended and restated as of January 13, 2015 (the “Trust Agreement”), between AFS SenSub and Wilmington Trust Company (“WTC”), as Owner Trustee. The Publicly Offered Notes will be issued pursuant to the Indenture, attached hereto as Exhibit 4.1, dated as of January 13, 2015 (the “Indenture”), between the Issuing Entity and The Bank of New York Mellon (“BNYM”), as Trustee and Trust Collateral Agent.

AFS SenSub will purchase the Receivables from AmeriCredit pursuant to the Purchase Agreement, attached hereto as Exhibit 10.1, dated as of January 13, 2015 (the “Purchase Agreement”), between AmeriCredit and AFS SenSub. The Issuing Entity will purchase the Receivables from AFS SenSub pursuant to the Sale and Servicing Agreement, attached hereto as Exhibit 4.3, dated as of January 13, 2015 (the “Sale and Servicing Agreement”), among the Issuing Entity, AFS SenSub, AmeriCredit and BNYM, as Trust Collateral Agent.

 

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AmeriCredit, as Servicer, will agree to perform servicing duties with regard to the Receivables pursuant to the Sale and Servicing Agreement and will also agree to serve as custodian of the Receivables pursuant to the Sale and Servicing Agreement. JPMorgan Chase Bank, N.A. (“JPMorgan Chase”) will agree to provide its banking services for the deposit of remittances related to the Receivables pursuant to the Lockbox Account Agreement, attached hereto as Exhibit 10.2, dated as of January 13, 2015 (the “Lockbox Account Agreement”), among BNYM, as Trustee, AmeriCredit and JPMorgan Chase, as Processor, and Regulus Group II LLC (“Regulus”) will agree to collect and deposit remittances related to the Receivables into the lockbox account pursuant to the Lockbox Processing Agreement, attached hereto as Exhibit 10.3, dated as of January 13, 2015 (the “Lockbox Processing Agreement”), among BNYM, as Trustee, AmeriCredit and Regulus.

 

Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits.

 

(a) Not applicable.

 

(b) Not applicable.

 

(c) Not applicable.

 

(d) Exhibits:

1.1 Underwriting Agreement, dated as of January 14, 2015, among AmeriCredit, as Sponsor, AFS SenSub, as Seller, and the Representatives.

4.1 Indenture, dated as of January 13, 2015, between the Issuing Entity and BNYM, as Trustee and Trust Collateral Agent.

4.2 Amended and Restated Trust Agreement, dated as of January 13, 2015, between AFS SenSub and WTC, as Owner Trustee.

4.3 Sale and Servicing Agreement, dated as of January 13, 2015, among the Issuing Entity, AmeriCredit, as Servicer, AFS SenSub and BNYM, as Trust Collateral Agent.

10.1 Purchase Agreement, dated as of January 13, 2015, between AmeriCredit, as Seller, and AFS SenSub, as Purchaser.

10.2 Lockbox Account Agreement, dated as of January 13, 2015, among AmeriCredit, BNYM, as Trustee, and JPMorgan Chase, as Processor.

10.3 Lockbox Processing Agreement, dated January 13, 2015, among AmeriCredit, BNYM, as Trustee, and Regulus, as Processor.

10.7 Second Amended and Restated Servicing Agreement, dated as of January 1, 2006, between AmeriCredit and General Motors Financial of Canada, Ltd. (see Exhibit 4.4 to Form 8-K filed on March 8, 2006, in connection with Registration Statement No. 333-121120-06, which is incorporated by reference herein).

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
By:        AmeriCredit Financial Services, Inc., as Servicer
By:  

/s/ Frank E. Brown III

Name:   Frank E. Brown III
Title:   Senior Vice President, Corporate Counsel and Secretary

Dated: January 16, 2015

 

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EXHIBIT INDEX

 

Exhibit No.

  

Description

  1.1    Underwriting Agreement, dated as of January 14, 2015, among AmeriCredit Financial Services, Inc., as Sponsor, AFS SenSub Corp., as Seller and J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as Representatives of the Underwriters.
  4.1    Indenture, dated as of January 13, 2015, between AmeriCredit Automobile Receivables Trust 2015-1, as Issuing Entity, and The Bank of New York Mellon, as Trustee and Trust Collateral Agent.
  4.2    Amended and Restated Trust Agreement, dated as of January 13, 2015, between AFS SenSub Corp., as Seller, and Wilmington Trust Company, as Owner Trustee.
  4.3    Sale and Servicing Agreement, dated as of January 13, 2015, among AmeriCredit Automobile Receivables Trust 2015-1, as Issuing Entity, AmeriCredit Financial Services, Inc., as Servicer, AFS SenSub Corp., as Seller, and The Bank of New York Mellon, as Trust Collateral Agent.
10.1    Purchase Agreement, dated as of January 13, 2015, between AmeriCredit Financial Services, Inc., as Seller, and AFS SenSub Corp., as Purchaser.
10.2    Lockbox Account Agreement, dated as of January 13, 2015, among AmeriCredit Financial Services, Inc., The Bank of New York Mellon, as Trustee, and JPMorgan Chase Bank, N.A., as Processor.
10.3    Lockbox Processing Agreement, dated January 13, 2015, among AmeriCredit Financial Services, Inc., The Bank of New York Mellon, as Trustee, and Regulus Group II LLC, as Processor.
10.7    Second Amended and Restated Servicing Agreement, dated as of January 1, 2006 between General Motors Financial of Canada, Ltd. and AmeriCredit Financial Services, Inc. (see Exhibit 4.4 to Form 8-K filed on March 8, 2006, in connection with Registration Statement No. 333-121120-06, which is incorporated by reference herein).

 

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EX-1.1 2 d853626dex11.htm EX-1.1 EX-1.1

Exhibit 1.1

EXECUTION COPY

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

Class A-1 0.30000% Asset Backed Notes

Class A-2-A 0.77% Asset Backed Notes

Class A-2-B one-month LIBOR+ 0.42% Asset Backed Notes

Class A-3 1.26% Asset Backed Notes

Class B 1.88% Asset Backed Notes

Class C 2.51% Asset Backed Notes

UNDERWRITING AGREEMENT

J.P. MORGAN SECURITIES LLC

383 Madison Avenue, 31st Floor

New York, NY 10179

MORGAN STANLEY & CO. LLC

1585 Broadway

New York, NY 10036

RBC CAPITAL MARKETS, LLC

200 Vesey Street

New York, NY 10281

WELLS FARGO SECURITIES, LLC

550 South Tryon Street, 5th Floor

MAC D1086 051

Charlotte, NC 28202

January 14, 2015

Ladies and Gentlemen:

AmeriCredit Financial Services, Inc., a corporation organized and existing under the laws of Delaware (the “Sponsor”), and AFS SenSub Corp., a Nevada corporation (the “Seller”) (the Sponsor and the Seller, collectively, the “Companies”), agree with you as follows:

Section 1. Issuance and Sale of Notes. The Seller has authorized the issuance and sale of $156,000,000 Class A-1 0.30000% Asset Backed Notes (the “Class A-1 Notes”), $100,000,000 Class A-2-A 0.77% Asset Backed Notes (the “Class A-2-A Notes”), $235,000,000 Class A-2-B one month LIBOR+ 0.42% Asset Backed Notes (the “Class A-2-B Notes” and, together with the Class A-2-A Notes, the “Class A-2 Notes”), $292,390,000 Class A-3 1.26% Asset Backed Notes (the “Class A-3 Notes” and, together with the Class A-1 Notes and the Class A-2 Notes, the “Class A Notes”), $84,390,000 Class B 1.88% Asset Backed Notes (the “Class B Notes”), and $104,760,000 Class C 2.51% Asset Backed Notes (the “Class C Notes” and, together with the Class A Notes and the Class B Notes, the “Publicly Offered Notes”), and $103,020,000 Class D 2.95% Asset Backed Notes (the “Class D Notes”) and $24,440,000 Class E 3.54% Asset Backed Notes (the “Class E Notes” and, together with the Class D Notes and the Publicly Offered Notes, the “Notes”). The Notes are to be issued by AmeriCredit Automobile Receivables Trust 2015-1 (the “Trust”) pursuant to an Indenture, to be dated as of January


13, 2015 (the “Indenture”), between the Trust and The Bank of New York Mellon (“BNYM”), a New York banking corporation, as trustee (the “Trustee”) and as trust collateral agent (the “Trust Collateral Agent”). In addition to the Notes, the Trust will also issue an Asset Backed Certificate representing the beneficial ownership interests in the Trust (the “Certificate”) (the Notes and the Certificate, together, the “Securities”) pursuant to a trust agreement, dated as December 8, 2014, as amended and restated as of January 13, 2015, (the “Trust Agreement”), between the Seller and Wilmington Trust Company, as owner trustee (the “Owner Trustee”). The assets of the Trust will initially include a pool of retail installment sale contracts secured by new or used automobiles, light duty trucks and vans (the “Receivables”) and certain monies due thereunder after January 13, 2015 (the “Cutoff Date”).

As used herein, the term “Sponsor Agreements” means the Sale and Servicing Agreement, dated as of January 13, 2015 (the “Sale and Servicing Agreement”), among the Trust, the Sponsor, as servicer, the Seller and BNYM, as Trust Collateral Agent, the Lockbox Account Agreement, dated as of January 13, 2015 among J.P. Morgan Chase Bank, the Sponsor and BNYM, as trustee, the Lockbox Processing Agreement, dated as of January 13, 2015, among Regulus Group II LLC, the Sponsor and BNYM, as trustee, the Purchase Agreement, dated as of January 13, 2015 (the “Purchase Agreement”), between the Sponsor and the Seller, and this Underwriting Agreement, dated as of January 14, 2015 (this “Agreement”), among the Underwriters (as defined below), the Sponsor and the Seller; the term “Seller Agreements” means the Sale and Servicing Agreement, the Purchase Agreement, the Trust Agreement and this Agreement.

The Publicly Offered Notes are being purchased by the Underwriters named in Schedule 1 hereto (the “Underwriters”), and the Underwriters are purchasing severally, and not jointly, only the Publicly Offered Notes set forth opposite their names in Schedule 1, except that the amounts purchased by the Underwriters may change in accordance with Section 10 of this Agreement. J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, are acting as representatives of the Underwriters and, in such capacity, are hereinafter referred to as the “Representatives”.

It is anticipated that the Class D Notes, the Class E Notes and the Certificate will initially be retained by the Seller or an affiliate of the Seller.

Defined terms used herein, but not otherwise defined, shall have their respective meanings as set forth in the Sale and Servicing Agreement.

Section 2. Representations and Warranties.

A. The Sponsor represents, warrants and agrees with the Underwriters, that as of the Execution Time (as defined below), as of the Applicable Time (as defined below) and as of January 22, 2015 (the “Closing Date”):

(i) The Seller (the “Registrant”) has filed with the Securities and Exchange Commission (the “Commission”) a registration statement (Registration No. 333-194765) on Form S-3, including a related base prospectus and forms of prospectus supplements, for the registration under the Securities Act of 1933, as amended (the “Securities Act”), of the offering and sale of the Publicly Offered Notes. The Registrant may have filed one or more amendments thereto, each of which amendments has previously been furnished to you. The Registrant has filed the Time of Sale Information (as hereinafter defined) with the Commission. Promptly after execution and delivery of this Agreement, the Registrant will prepare and file with the Commission a final base prospectus and a final prospectus supplement relating to the Publicly Offered Notes in accordance with the provisions of Rule 430B and Rule 424(b). Any information included in such base prospectus and prospectus supplement that was omitted from such registration statement at the time it became effective but that is deemed to be part of and included in such

 

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registration statement pursuant to Rule 430B is referred to as “Rule 430B Information”. Such registration statement, at any given time, including the amendments thereto to such time, the exhibits and any schedules thereto at such time, the documents incorporated therein by reference pursuant to the Securities Act at such time and documents otherwise deemed to be a part thereof or included therein by the rules and regulations (the “Rules and Regulations”) of the Commission under the Act, is herein called the “Registration Statement”; provided that references to the Effective Date (as hereinafter defined) or other matters relating to the Registration Statement shall be deemed to be references to the Effective Date or such other matters relating to the registration statement included in the Registration Statement. The Registration Statement at the time it originally became effective is herein called the “Original Registration Statement”.

Free Writing Prospectus” means, collectively, the free writing prospectus, filed with the Commission on January 8, 2015 (the “Marketing FWP”) and the free writing prospectus, filed with the Commission on January 8, 2015, relating to the ratings on the Notes (the “Ratings FWP”) and each other free writing prospectus used in connection with the offering of the Publicly Offered Notes. “Base Prospectus” means the base prospectus included in the Registration Statement, as amended at the time of the filing of the Prospectus. “Preliminary Prospectus” means, with respect to the preliminary prospectus supplement used in connection with the offering of the Publicly Offered Notes, dated as of January 8, 2015, and filed with the Commission on January 9, 2015, that omitted certain Rule 430B Information, the Base Prospectus and the preliminary prospectus supplement. “Time of Sale Information” means collectively, the Preliminary Prospectus, the Ratings FWP and the Marketing FWP. “Prospectus” means the Prospectus Supplement (as defined below) together with the Base Prospectus, as amended at the time of the filing of the Prospectus, including the documents incorporated by reference therein pursuant to the Securities Act at the time of execution of this Agreement. “Prospectus Supplement” means the prospectus supplement to the Base Prospectus that is first filed after the Execution Time pursuant to Rule 424(b). “Road Show Information” means, a “road show for an offering that is a written communication” within the meaning of Rule 433(d)(8)(i), whether or not required to be filed with the Commission.

(ii) The Registrant has included in the Registration Statement, as amended at the Effective Date, all information required by the Securities Act and the Rules and Regulations to be included in the Prospectus with respect to the Publicly Offered Notes and the offering thereof and as of the Effective Date the Registration Statement complied in all material respects with the Rules and Regulations. As filed, the Time of Sale Information includes all information with respect to the Publicly Offered Notes and the offering thereof required by the Securities Act and the Rules and Regulations with respect to a free writing prospectus and a preliminary prospectus and complies in all material respects with the Rules and Regulations. As filed, the Prospectus shall include all information with respect to the Publicly Offered Notes and the offering thereof required by the Securities Act and the Rules and Regulations, shall comply in all material respects with the Rules and Regulations and, except to the extent that the Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the Execution Time or, to the extent not completed at the Execution Time, shall contain only such specific additional information and other changes (beyond that contained in the Time of Sale Information) as the Registrant has advised the Underwriters, prior to the Execution Time, will be included or made therein.

For purposes of this Agreement, “Applicable Time” shall have the meaning referred to in Section 2.A(vi) hereof. “Effective Time” means, with respect to the Registration Statement, the date and time as of which the Registration Statement, or the most recent post-effective amendment thereto, if any, was declared effective by the Commission, or, if later, the earlier of the date of filing of a prospectus required under Rule 424 deemed to be part of the Registration Statement or the date and time of the first sale of the Publicly Offered Notes and “Effective Date” means the date of the Effective Time. “Execution Time” shall mean the date and time that this Agreement is executed and delivered by the parties hereto. “Rule 405,” Rule 415,” “Rule 424,” “Rule 430B,” “Rule 433” and “Regulation S-K” refer to such rules or

 

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regulations under the Securities Act. Any reference herein to the Registration Statement, the Base Prospectus, the Time of Sale Information or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on or before the Effective Date of the Registration Statement or the date of first use of a Free Writing Prospectus, the Preliminary Prospectus or the Prospectus, as the case may be; and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement, the Base Prospectus, a Free Writing Prospectus, the Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the filing of any document under the Exchange Act after the Effective Date of the Registration Statement or the issue date of the Base Prospectus, such Free Writing Prospectus, the Preliminary Prospectus or the Prospectus, as the case may be, deemed to be incorporated therein by reference or otherwise deemed by the Rules and Regulations to be a part thereof or included therein. For purposes of this Agreement, all references to the Registration Statement, a Free Writing Prospectus, the Preliminary Prospectus, the Prospectus, or any amendment or supplement to any of the foregoing shall be deemed to refer to the copy filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval system (“EDGAR”).

(iii) The Registrant meets the requirements for use of Form S-3 under the Securities Act. The Registration Statement, at the Execution Time, meets the requirements set forth in Rule 415(a)(1)(x). At the time of filing the Original Registration Statement, at the earliest time thereafter that the Registrant or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Publicly Offered Notes and at the date hereof, the Registrant was not and is not an “ineligible issuer”, as defined in Rule 405 of the Rules and Regulations.

(iv) The Original Registration Statement became effective on June 24, 2014, and any post-effective amendment thereto also has become effective and is effective as of the date hereof. No stop order suspending the effectiveness of the Registration Statement has been issued under the Securities Act and no proceedings for that purpose have been instituted or are pending or, to the knowledge of the Sponsor, are contemplated by the Commission, and any request on the part of the Commission for additional information has been complied with. Prior to the issuance of the Notes, the Indenture will have been duly qualified under the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”).

(v) Except as otherwise permitted herein, neither the Sponsor nor any of its affiliates has distributed or otherwise used or will distribute or otherwise use any free writing prospectus (as defined in Rule 405) relating to the Publicly Offered Notes; provided that the Sponsor and its affiliates shall be permitted to issue press releases regarding the Publicly Offered Notes after the Applicable Time.

(vi) At the respective times the Original Registration Statement and each amendment thereto became effective, at each deemed effective date with respect to the Underwriters pursuant to Rule 430B(f)(2) and at the Closing Time, the Registration Statement complied and will comply in all material respects with the applicable requirements of the Securities Act, the Exchange Act, the Trust Indenture Act and the respective rules and regulations of the Commission thereunder and did not and will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; the Time of Sale Information, as of the respective dates of the components thereof and the Applicable Time, did not, and at the Closing Time, will not, include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading; and none of the Prospectus or any amendment or supplement thereto, at the respective times that the Prospectus or any such amendment or supplement was issued and at the Closing Time, included or will include an untrue statement of a material fact or omitted or will omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the Sponsor makes no representations or warranties as to the

 

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information contained in or omitted from the Registration Statement, the Time of Sale Information or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with information furnished in writing to the Sponsor by the Underwriters as Underwriter Information specifically for use therein.

The term “Underwriter Information” means (A) with respect to the Prospectus Supplement (i) on the cover page of the Prospectus Supplement, the information in the table under the headings entitled “Price to Public”, “Underwriting Discounts” and “Proceeds to Seller” and (ii) in the body of the Prospectus Supplement and within the section entitled “Underwriting”, (a) the paragraph under the heading “United Kingdom”, and (b) except for statements therein relating to the issuing entity, in the subsection entitled “European Economic Area,” the third paragraph following the paragraph containing four bulleted sub-paragraphs, and (B) with respect to the Preliminary Prospectus, in the body of the related Preliminary Prospectus and within the section entitled “Underwriting”, (i) the paragraph under the heading “United Kingdom”, and (ii) except for statements therein relating to the issuing entity, in the subsection entitled “European Economic Area,” the third paragraph following the paragraph containing the four bulleted sub-paragraphs.

To the extent that the Underwriters have provided to the Seller any Other Offering Document (as defined below), the Seller has filed such Other Offering Document as required by, and within the time frames prescribed by, the Rules and Regulations; provided, that the Seller shall not be required to have filed any Other Offering Document that consists solely of information (A) contemplated by Rule 134 of the Rules and Regulations and included or to be included in the Preliminary Prospectus or the Prospectus Supplement or (B) contemplated by Rule 172(a) of the Rules and Regulations or (C) that is not otherwise required to be filed pursuant to the Rules and Regulations.

The Preliminary Prospectus and the Prospectus delivered to the Underwriters for use in connection with the offering of the Publicly Offered Notes will, at the time of such delivery, be identical to any electronically transmitted copies thereof filed with the Commission pursuant to EDGAR, except to the extent permitted by Regulation S-T.

As used in this subsection and elsewhere in this Agreement, “Applicable Time” means 2:30 p.m., New York City time, on January 14, 2015 or such other time as agreed by the Sponsor.

(vii) The documents incorporated by reference in the Registration Statement, the Time of Sale Information and the Prospectus, when they were filed with the Commission, conformed in all material respects to the requirements of the Securities Act or the Exchange Act, as applicable, and the Rules and Regulations of the Commission thereunder, and none of such documents contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein not misleading; any further documents so filed and incorporated by reference in the Registration Statement, the Time of Sale Information or the Prospectus, when such documents are filed with the Commission will conform in all material respects to the requirements of the Exchange Act and the Rules and Regulations of the Commission thereunder and will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

(viii) Since the respective dates as of which information is given in the Registration Statement, the Preliminary Prospectus, each Free Writing Prospectus and the Prospectus, or the Registration Statement, the Preliminary Prospectus, each Free Writing Prospectus or the Prospectus as amended or supplemented, (x) there has not been any material adverse change, or any developments involving a prospective material adverse change, in or affecting the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Sponsor and (y) the Sponsor has not entered into any transaction or agreement

 

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(whether or not in the ordinary course of business) material to the Sponsor that, in either case, would reasonably be expected to materially adversely affect the interests of the holders of the Publicly Offered Notes, otherwise than as set forth or contemplated in the Registration Statement, the Preliminary Prospectus, each Free Writing Prospectus or the Prospectus, as so amended or supplemented.

(ix) The Sponsor is not aware of (x) any request by the Commission for any further amendment of the Registration Statement, the Preliminary Prospectus, any Free Writing Prospectus or the Prospectus or for any additional information, (y) the issuance by the Commission of any stop order suspending the effectiveness of the Registration Statement or the institution or threatening of any proceeding for that purpose or (z) any notification with respect to the suspension of the qualification of the Notes for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose.

(x) As of its date and at the Applicable Time, the Road Show Information did not, and at the Closing Date will not, contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.

(xi) The Sponsor has been duly incorporated and is validly existing as a corporation in good standing under the laws of its jurisdiction of incorporation, is duly qualified to do business and is in good standing as a foreign corporation in each jurisdiction in which its ownership or lease of property or the conduct of its business requires such qualification, except where the failure to be so qualified would not have a material adverse effect on the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Sponsor and has all power and authority necessary to own or hold its properties, to conduct the business in which it is engaged and to enter into and perform its obligations under each Sponsor Agreement and to cause the Securities to be issued.

(xii) There are no actions, proceedings or investigations pending before or threatened by any court, administrative agency or other tribunal to which the Sponsor is a party or of which any of its properties is the subject (i) which if determined adversely to it is likely to have a material adverse effect individually, or in the aggregate, on the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Sponsor, (ii) asserting the invalidity of any Sponsor Agreement, in whole or in part, or the Securities, (iii) seeking to prevent the issuance of the Securities or the consummation by the Companies of any of the transactions contemplated by any Sponsor Agreement, in whole or in part, or (iv) which if determined adversely is likely to materially and adversely affect the performance by the Sponsor of its obligations under, or the validity or enforceability of, any Sponsor Agreement, in whole or in part, or the Securities.

(xiii) Each Sponsor Agreement has been, or, when executed and delivered will have been, duly authorized, validly executed and delivered by the Sponsor and each Sponsor Agreement constitutes, a valid and binding agreement of the Sponsor, enforceable against the Sponsor in accordance with its respective terms, except to the extent that the enforceability hereof may be subject (x) to insolvency, reorganization, moratorium, receivership, conservatorship, or other similar laws, regulations or procedures of general applicability now or hereafter in effect relating to or affecting creditors’ rights generally, (y) to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law), and (z) with respect to rights of indemnity under this Agreement, to limitations of public policy under applicable securities laws.

(xiv) The issuance and delivery of the Securities, and the execution, delivery and performance of each Sponsor Agreement and the consummation of the transactions contemplated hereby and thereby, do not and will not conflict with or result in a breach of or violate any term or provision of or

 

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constitute a default under, any indenture, mortgage, deed of trust, loan agreement, or other agreement or instrument to which the Sponsor is a party, by which the Sponsor may be bound or to which any of the property or assets of the Sponsor or any of its subsidiaries may be subject, nor will such actions result in any violation of the provisions of the articles of incorporation or by-laws of the Sponsor or any law, statute or any order, rule or regulation of any court or governmental agency or body having jurisdiction over the Sponsor or any of its respective properties or assets.

(xv) The third party referenced in Section 7(T) is independent from the Sponsor.

(xvi) No consent, approval, authorization, order, registration or qualification of or with any federal or state court or governmental agency or body of the United States is required for the issuance and sale of the Publicly Offered Notes, or the consummation by the Sponsor of the other transactions contemplated by this Agreement, except the registration under the Securities Act of the Publicly Offered Notes and such consents, approvals, authorizations, registrations or qualifications as may have been obtained or effected or as may be required under securities or Blue Sky laws in connection with the purchase and distribution of the Publicly Offered Notes by the Underwriters.

(xvii) The Sponsor possesses all material licenses, certificates, authorities or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct the business now conducted by it and as described in the Registration Statement, the Preliminary Prospectus, each Free Writing Prospectus and the Prospectus (or is exempt therefrom) and the Sponsor has not received notice of any proceedings relating to the revocation or modification of such license, certificate, authority or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, is likely to materially and adversely affect the conduct of its business, operations, financial condition or income.

(xviii) The Sponsor will not conduct its operations while any of the Securities are outstanding in a manner that would require the Sponsor or the Trust to be registered as an “investment company” under the Investment Company Act of 1940, as amended (the “1940 Act”), as in effect on the date hereof.

(xix) The Trust will rely on an exclusion or exemption from the definition of “investment company” under the 1940 Act contained in Section 3(c)(5) of the 1940 Act, although there may be additional exclusions or exemptions available to the Trust. The Trust is not a “covered fund” for purposes of the regulations adopted to implement Section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (such statutory provision together with such implementing regulations, the “Volcker Rule”).

(xx) Any taxes, fees and other governmental charges in connection with the execution, delivery and issuance of any Sponsor Agreement, and the Securities that are required to be paid by the Sponsor at or prior to the Closing Date have been paid or will be paid at or prior to the Closing Date.

(xxi) At the Closing Date, each of the representations and warranties of the Sponsor set forth in any Sponsor Agreement will be true and correct in all material respects.

(xxii) The Sponsor has executed and delivered a written representation (the “17g-5 Representation”) to each of the nationally recognized statistical rating organizations hired by the Sponsor (the “Engaged NRSROs”), which satisfies the requirements of paragraph (a)(3)(iii) of Rule 17g-5 of the Exchange Act (“Rule 17g-5”) and a copy of which has been delivered to the Representatives. The Sponsor has complied, and has caused the Seller to comply, with the 17g-5 Representations.

 

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(xxiii) At the Closing Time, no Event of Default or Servicer Termination Event has occurred and is continuing.

(xxiv) Any certificate signed by an officer of the Sponsor and delivered to the Representatives or the Representatives’ counsel in connection with an offering of the Publicly Offered Notes shall be deemed, and shall state that it is, a representation and warranty as to the matters covered thereby to each person to whom the representations and warranties in this Section 2.A are made.

B. The Seller represents, warrants and agrees with the Underwriters, that as of the Execution Time, as of the Applicable Time and as of the Closing Date:

(i) None of (a) the Registration Statement, at the time the Original Registration Statement became effective, at the respective times that each amendment thereto became effective, at each deemed effective date with respect to the Underwriters pursuant to Rule 430B(f)(2) and at the Closing Time, (b) the Time of Sale Information as of their respective dates and at the Applicable Time, (c) the Prospectus or any amendment or supplement thereto, at the respective times issued and at the Closing Time, and (d) the Ratings FWP, at the Closing Time, contains or will contain, as applicable, any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein not misleading.

(ii) The documents incorporated by reference in the Registration Statement, the Time of Sale Information and the Prospectus Supplement, when they were filed with the Commission conformed in all material respects to the requirements of the Securities Act or the Exchange Act and the Rules and Regulations of the Commission thereunder, and none of such documents contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein not misleading; any further documents so filed and incorporated by reference in the Registration Statement, the Time of Sale Information or the Prospectus Supplement, when such documents are filed with the Commission will conform in all material respects to the requirements of the Exchange Act and the Rules and Regulations of the Commission thereunder and will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

(iii) Since the respective dates as of which information is given in the Registration Statement, the Time of Sale Information and the Prospectus Supplement, (x) there has not been any material adverse change, or any development involving a prospective material adverse change, in or affecting the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Seller and (y) the Seller has not entered into any transaction or agreement (whether or not in the ordinary course of business) material to the Seller that, in either case, would reasonably be expected to materially adversely affect the interests of the holders of the Securities, otherwise than as set forth or contemplated in the Registration Statement, the Preliminary Prospectus or the Prospectus Supplement, as so amended or supplemented.

(iv) The Seller is not aware of (x) any request by the Commission for any further amendment of the Registration Statement, the Time of Sale Information or the Prospectus or for any additional information, (y) the issuance by the Commission of any stop order suspending the effectiveness of the Registration Statement or the institution or threatening of any proceeding for that purpose or (z) any notification with respect to the suspension of the qualification of the Notes for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose.

(v) The Seller has been duly incorporated and is validly existing as a corporation in good standing under the laws of its jurisdiction of incorporation and is duly qualified to do business and is in good standing as a foreign corporation in each jurisdiction in which its ownership or lease of property

 

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or the conduct of its business requires such qualification, except where the failure to be so qualified would not have a material adverse effect on the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Seller and has all power and authority necessary to own or hold its properties, to conduct the business in which it is engaged and to enter into and perform its obligations under each Seller Agreement.

(vi) There are no actions, proceedings or investigations pending before or threatened by any court, administrative agency or other tribunal to which the Seller is a party or of which any of its properties is the subject (i) which if determined adversely to it are likely to have a material adverse effect individually, or in the aggregate, on the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Seller, (ii) asserting the invalidity of any Seller Agreement in whole or in part, (iii) seeking to prevent the issuance of the Securities or the consummation by the Seller of any of the transactions contemplated by any Seller Agreement in whole or in part, or (iv) which if determined adversely is likely to materially and adversely affect the performance by the Seller of its obligations under, or the validity or enforceability of, any Seller Agreement in whole or in part, or the Securities.

(vii) Each Seller Agreement has been, or, when executed and delivered will have been, duly authorized, validly executed and delivered by the Seller and each Seller Agreement constitutes, a valid and binding agreement of the Seller, enforceable against the Seller in accordance with their respective terms, except to the extent that the enforceability thereof may be subject (x) to insolvency, reorganization, moratorium, receivership, conservatorship, or other similar laws, regulations or procedures of general applicability now or hereafter in effect relating to or affecting creditors’ rights generally, (y) to general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law), and (z) with respect to rights of indemnity under this Agreement, to limitations of public policy under applicable securities laws.

(viii) The execution, delivery and performance of each Seller Agreement by the Seller and the consummation of the transactions contemplated hereby and thereby, do not and will not conflict with or result in a breach of or violate any term or provision of or constitute a default under, any indenture, mortgage, deed of trust, loan agreement, or other agreement or instrument to which the Seller is a party, by which the Seller may be bound or to which any of the property or assets of the Seller or any of its subsidiaries may be subject, nor will such actions result in any violation of the provisions of the articles of incorporation or by-laws of the Seller (or any amendments thereto) or any law, statute or any order, rule or regulation of any court or governmental agency or body having jurisdiction over the Seller or any of its respective properties or assets.

(ix) The third party referenced in Section 7(T) is independent from the Seller.

(x) No consent, approval, authorization, order, registration or qualification of or with any court or governmental agency or body of the United States is required for the issuance and sale of the Publicly Offered Notes, or the consummation by the Seller of the transactions contemplated by each Seller Agreement except the registration under the Securities Act of the Securities and such consents, approvals, authorizations, registrations or qualifications as may have been obtained or effected or as may be required under securities or Blue Sky laws in connection with the purchase and distribution of the Publicly Offered Notes by the Underwriters.

(xi) The Seller possesses (and has caused the Trust to possess) all material licenses, certificates, authorities or permits issued by the appropriate state, federal or foreign regulatory agencies or bodies necessary to conduct the business now conducted by it and as described in the Preliminary Prospectus, each Free Writing Prospectus and the Prospectus (or each is exempt therefrom) and the Seller has not received notice of any proceedings relating to the revocation or modification of such license,

 

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certificate, authority or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, is likely to materially and adversely affect the conduct of its business, operations, financial condition or income.

(xii) The Seller will have the power and authority to sell the Receivables to the Trust. Following the conveyance of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Trust will own the Receivables free and clear of any lien, mortgage, pledge, charge, encumbrance, adverse claim or other security interest (collectively, “Liens”) other than Liens created by the Sale and Servicing Agreement.

(xiii) As of the Cutoff Date each of the Receivables met the eligibility criteria described in the Preliminary Prospectus and the Prospectus.

(xiv) Neither the Seller nor the Trust created by the Trust Agreement will conduct their operations while any of the Securities are outstanding in a manner that would require the Seller or the Trust to be registered as an “investment company” under the 1940 Act, as in effect on the date hereof.

(xv) The Trust will rely on an exclusion or exemption from the definition of “investment company” under the 1940 Act contained in Section 3(c)(5) of the 1940 Act, although there may be additional exclusions or exemptions available to the Trust. The Trust is not a “covered fund” for purposes of the Volcker Rule.

(xvi) Each of the Securities, the Indenture, the Sale and Servicing Agreement, the Purchase Agreement and the Trust Agreement conforms in all material respects to the descriptions thereof contained in the Preliminary Prospectus and in the Prospectus.

(xvii) Any taxes, fees and other governmental charges in connection with the execution, delivery and issuance of any Seller Agreement, and the Securities that are required to be paid by the Seller at or prior to the Closing Date have been paid or will be paid at or prior to the Closing Date.

(xviii) At the Closing Date, each of the representations and warranties of the Seller set forth in any Seller Agreement will be true and correct in all material respects.

(xix) As of its date and at the Applicable Time, the Road Show Information did not, and at the Closing Date will not, contain an untrue statement of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.

(xx) The direction by the Seller to the Owner Trustee to execute, authenticate, issue and deliver the Certificate will be duly authorized by the Seller and, assuming the Owner Trustee has been duly authorized to do so, when executed, authenticated, issued and delivered by the Owner Trustee in accordance with the Trust Agreement, the Certificate will be validly issued and outstanding and will be entitled to the benefits of the Trust Agreement.

(xxi) Any certificate signed by an officer of the Seller and delivered to the Representatives or the Representatives’ counsel in connection with an offering of the Publicly Offered Notes shall be deemed, and shall state that it is, a representation and warranty as to the matters covered thereby to each person to whom the representations and warranties in this Section 2.B are made.

Section 3. Purchase and Sale. The Underwriters’ commitment to purchase the Publicly Offered Notes pursuant to this Agreement shall be deemed to have been made on the basis of the representations and warranties of the Companies herein contained and shall be subject to the terms and

 

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conditions herein set forth. The Sponsor agrees to instruct the Trust to issue the Publicly Offered Notes to the Underwriters, and the Underwriters agree to purchase, severally and not jointly, the Publicly Offered Notes in the respective amounts set forth in Schedule I hereto on the date of issuance thereof. The purchase prices for the Publicly Offered Notes shall be as set forth on Schedule 1 hereto.

Section 4. Delivery and Payment. Payment of the purchase price for, and delivery of, any Publicly Offered Notes to be purchased by the Underwriters shall be made at the office of Katten Muchin Rosenman LLP, 575 Madison Avenue, New York, New York, or at such other place as shall be agreed upon by the Representatives and the Companies, at 10 a.m. New York City time on January 22, 2015 (the “Closing Time”), or at such other time or date as shall be agreed upon in writing by the Representatives and the Companies. Payment shall be made by wire transfer of same day funds payable to the account designated by the Sponsor. Each of the Publicly Offered Notes so to be delivered shall be represented by one or more global certificates registered in the name of Cede & Co., as nominee for The Depository Trust Company.

The Companies agree to have authentic copies of the Publicly Offered Notes available for inspection and checking by the Representatives in New York, New York, not later than 12:00 P.M. New York City time on the Business Day prior to the Closing Date. The original global certificated Publicly Offered Notes will be held by BNYM, as trustee, in New York, New York.

Section 5. Offering by Underwriters. It is understood that the Underwriters propose to offer the Publicly Offered Notes for sale to the public as set forth in the Prospectus.

Section 6. Covenants of the Companies. Each of the Companies covenants with the Underwriters as follows:

A. Subject to Section 6.B, it will comply with the requirements of Rules 424(b) and 430B and will notify the Representatives immediately, and confirm the notice in writing, of (i) the effectiveness of any post-effective amendment to the Registration Statement or the filing of any supplement or amendment to the Prospectus, (ii) the receipt of any comments from the Commission relating to the Registration Statement, any Free Writing Prospectus, the Preliminary Prospectus, or the Prospectus, (iii) any request by the Commission for any amendment to the Registration Statement or any amendment or supplement to the Prospectus or any document incorporated by reference therein or otherwise deemed to be a part thereof or for additional information, (iv) the issuance by the Commission of any stop order suspending the effectiveness of the Registration Statement or of any order preventing or suspending the use of any Free Writing Prospectus or the Preliminary Prospectus, or of the suspension of the qualification of the Notes for offering or sale in any jurisdiction, or of the initiation or threatening of any proceedings for any of such purposes, and (v) the happening of any event during the period referred to in Section 6.D which, in the judgment of the Sponsor, makes the Registration Statement or the Prospectus contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein not misleading. The Companies will make every reasonable effort to prevent the issuance of any stop order and, if any stop order is issued, to obtain as soon as possible the lifting thereof.

B. Prior to the termination of the offering of the Publicly Offered Notes, the Sponsor will not file any amendment to the Registration Statement or any amendment, supplement or revision to either the Preliminary Prospectus, any Free Writing Prospectus or to the Prospectus, unless the Sponsor has furnished the Underwriters with a copy for their review prior to such proposed filing or use, as the case may be, and will not file or use any such document to which the Underwriters shall reasonably object.

 

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C. It has furnished or will deliver to the Underwriters and counsel for the Underwriters, without charge, a signed copy of the Original Registration Statement and of each amendment thereto (including exhibits filed therewith or incorporated by reference therein and documents incorporated or deemed to be incorporated by reference therein or otherwise deemed to be a part thereof) and a signed copy of all consents and certificates of experts, and will also deliver to the Underwriters, without charge, a conformed copy of the Original Registration Statement and of each amendment thereto (without exhibits) for the Underwriters. The copies of the Original Registration Statement and each amendment thereto furnished to the Underwriters will be identical to the electronically transmitted copies thereof filed with the Commission pursuant to EDGAR, except to the extent permitted by Regulation S-T.

D. The Sponsor will deliver to the Underwriters, without charge, electronic copies of the Preliminary Prospectus, each Free Writing Prospectus and the Prospectus, and hereby consents to the use of such electronic copies for purposes permitted by the Securities Act. The Prospectus and any amendments or supplements thereto furnished to the Underwriters will be identical to any electronically transmitted copies thereof filed with the Commission pursuant to EDGAR, except to the extent permitted by Regulation S-T.

E. It will comply with the Securities Act and the Rules and Regulations, the Exchange Act and the rules and regulations thereunder and the Trust Indenture Act and the rules and regulations thereunder so as to permit the completion of the distribution of the Publicly Offered Notes as contemplated in this Agreement, the Sale and Servicing Agreement, the Purchase Agreement, the Indenture, the Trust Agreement, the Registration Statement, any Free Writing Prospectus and the Prospectus. If at any time when a prospectus is required by the Securities Act to be delivered in connection with sales of the Publicly Offered Notes, any event shall occur or condition shall exist as a result of which it is necessary, in the opinion of counsel to the Companies, to amend the Registration Statement or amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary, in the opinion of such counsel, at any such time to amend the Registration Statement or amend or supplement the Prospectus in order to comply with the requirements of the Securities Act or the Rules and Regulations, the Sponsor will promptly prepare and file with the Commission, subject to the review and approval provisions afforded to the Underwriters described in Section 6.B, such amendment or supplement as may be necessary to correct such statement or omission or to make the Registration Statement, the Preliminary Prospectus or the Prospectus comply with such requirements, the Sponsor will use its best efforts to have such amendment or new registration statement declared effective as soon as practicable and the Seller will furnish to the Underwriters, without charge, such number of copies of such amendment or supplement as the Underwriters may reasonably request. Any such filing shall not operate as a waiver or limitation of any right of the Underwriters hereunder.

F. The Seller will use its best efforts, in cooperating with the Sponsor and the Underwriters, to qualify the Publicly Offered Notes for offering and sale under the applicable securities laws of such states and other jurisdictions of the United States as the Underwriters may designate, and maintain or cause to be maintained such qualifications in effect for as long as may be required for the distribution of the Publicly Offered Notes. The Seller will cause the filing of such statements and reports as may be required by the laws of each jurisdiction in which the Publicly Offered Notes have been so qualified.

G. The Seller will not, without the prior written consent of the Representatives, contract to sell any automobile receivables-backed certificates, automobile receivables-backed notes or other similar securities either directly or indirectly (as through the Sponsor) for a period of five (5) business days after the later of the termination of the syndicate or the Closing Date.

 

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H. So long as the Publicly Offered Notes shall be outstanding, the Seller shall, upon the request of any Underwriter, deliver to such Underwriter as soon as such statements are furnished to the Trustee: (i) the annual statement as to compliance of the Servicer delivered to the Trustee pursuant to Section 4.10(a) of the Sale and Servicing Agreement and the annual assessments of compliance with servicing criteria; (ii) the annual accountants attestations in respect of the annual assessments of compliance and any other statement of a firm of independent public accountants furnished to the Trustee pursuant to Section 4.11 of the Sale and Servicing Agreement with respect to the Servicer; and (iii) the monthly reports furnished to the Noteholders pursuant to Section 5.9 of the Sale and Servicing Agreement.

I. So long as any of the Publicly Offered Notes are outstanding, the Seller will furnish to the Underwriters (i) as soon as practicable after the end of the fiscal year of the Trust, all documents required to be distributed to Noteholders and other filings with the Commission pursuant to the Exchange Act, or any order of the Commission thereunder with respect to any securities issued by the Sponsor or the Seller that are (A) non-structured equity or debt offering of the Sponsor or the Seller or (B) the Notes and (ii) from time to time, any other information concerning the Sponsor or the Seller filed with any government or regulatory authority which is otherwise publicly available, as the Underwriters shall reasonably request in writing.

J. It will apply the net proceeds from the sale of the Notes in the manner set forth in the Prospectus.

K. If, between the date hereof or, if earlier, the dates as of which information is given in the Prospectus and the Closing Date, to the knowledge of the Seller, there shall have been any material change, or any development involving a prospective material change in or affecting the general affairs, management, financial position, shareholders’ equity or results of operations of the Sponsor or the Seller, the Seller will give prompt written notice thereof to the Underwriters.

L. To the extent, if any, that the ratings provided with respect to the Notes by the rating agency or agencies that initially rate the Notes are conditional upon the furnishing of documents or the taking of any other actions by the Sponsor or the Seller, the Seller shall use its best efforts to furnish or cause to be furnished such documents and take any such other actions.

M. It will comply with the 17g-5 Representations made by it to each of the Engaged NRSROs.

Section 7. Conditions of the Obligations of the Underwriters. The obligations of the Underwriters to purchase the Publicly Offered Notes pursuant to this Agreement are subject to (i) the accuracy on and as of the Closing Date of the representations and warranties on the part of the Companies herein contained, (ii) the accuracy of the statements of officers of the Companies made pursuant hereto, (iii) the performance by the Companies of all of their respective obligations hereunder, and the performance by the Companies of all of their respective obligations under the Sponsor Agreements and the Seller Agreements and (iv) the following conditions as of the Closing Date:

A. No stop order suspending the effectiveness of the Registration Statement shall have been issued, and no proceeding for that purpose shall have been initiated or threatened by the Commission. Any request of the Commission for inclusion of additional information in the Registration Statement, the Preliminary Prospectus, any Free Writing Prospectus or the Prospectus shall have been complied with.

B. The Underwriters shall have received the Sale and Servicing Agreement, the Purchase Agreement, the Indenture, the Trust Agreement and the Publicly Offered Notes in form and substance satisfactory to the Underwriters and duly executed by the signatories required pursuant to the respective terms thereof.

 

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C. The Underwriters shall have received from Katten Muchin Rosenman LLP, counsel for the Companies, a favorable opinion, dated the Closing Date and satisfactory in form and substance to the Underwriters and counsel for the Underwriters to the effect that:

(i) Each of the Sponsor Agreements has been duly executed and delivered by the Sponsor and constitutes the valid, legal and binding agreement of the Sponsor, enforceable against the Sponsor in accordance with its respective terms. The Purchase Agreement creates in the favor of the Seller a valid and enforceable security interest in all right, title and interest in the Receivables and the Other Conveyed Property sold thereunder by the Sponsor.

(ii) Each of the Seller Agreements has been duly executed and delivered by the Seller and constitutes the valid, legal and binding agreement of the Seller, enforceable against the Seller in accordance with its respective terms. The Sale and Servicing Agreement creates a valid and enforceable security interest in the favor of the Trust in the Receivables and the Other Conveyed Property sold thereunder by the Seller.

(iii) Assuming each of the Indenture and the Sale and Servicing Agreement has been duly executed and delivered by the parties thereto (other than the Sponsor or the Seller), each such agreement constitutes the valid, legal and binding agreement of the Trust, enforceable against the Trust in accordance with its terms. The Indenture creates in the favor of the Trust Collateral Agent a valid and enforceable security interest in all right, title and interest in the Collateral (as defined in the Indenture) pledged thereunder by the Trust.

(iv) No consent, approval, authorization or order of, registration or filing with, or notice to, courts, governmental agency or body or other tribunal is required under federal laws or the laws of the State of New York, for the execution, delivery and performance by the Sponsor of the Sponsor Agreements, the offer, issuance, sale or delivery of the Notes, except such which have been obtained.

(v) No consent, approval, authorization or order of, registration or filing with, or notice to, courts, governmental agency or body or other tribunal is required under federal laws or the laws of the State of New York, for the execution, delivery and performance by the Seller of the Seller Agreements, except such which have been obtained.

(vi) None of the transfers of the Receivables by the Sponsor to the Seller, the transfers of the Receivables and Other Conveyed Property by the Seller to the Trust, the execution, delivery or performance by each of the Sponsor of the Sponsor Agreements and the Seller of the Seller Agreements or the issuance of the Notes and the Certificate (a) conflicts or will conflict with or results or will result in a breach of, or constitutes or will constitute a default under, any law, rule or regulation of the State of New York or federal government presently in effect, (b) to such counsel’s knowledge, results in, or will result in the creation or imposition of any lien, charge or encumbrance upon the Receivables, upon the Notes or upon the Certificate, except as otherwise contemplated by the Agreements (as defined in such opinion) or (c) by operation of law, results in, or will result in the creation or imposition of any lien, charge or encumbrance upon the Receivables, upon the Notes or upon the Certificate, except as otherwise contemplated by the Agreements (as defined in such opinion).

(vii) The Notes have been duly authorized by all requisite action and, when duly and validly executed by the Trustee in accordance with the Indenture, will be validly issued and outstanding and entitled to the benefits of the Indenture and will constitute legal, valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms.

 

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(viii) The Certificate has been duly authorized by all requisite action and, when duly and validly executed by the Owner Trustee in accordance with the Trust Agreement, will be validly issued and outstanding and entitled to the benefits of the Trust Agreement.

(ix) The Class A-1 Notes are “eligible securities” within the meaning of the 1940 Act.

(x) The Registration Statement and any amendments thereto have become effective under the Securities Act; to the best of such counsel’s knowledge, no stop order suspending the effectiveness of the Registration Statement has been issued and not withdrawn, and no proceedings for that purpose have been instituted or threatened and not terminated.

(xi) At the respective times the Original Registration Statement and each amendment thereto became effective, at each deemed effective date with respect to the Underwriters pursuant to Rule 430B(f)(2) and at the date hereof, the Registration Statement (other than the information set forth in the financial statements and other financial and statistical information contained therein, as to which such counsel will not express any belief or opinion), complied as to form in all material respects with the applicable requirements of the Securities Act and the Rules and Regulations.

(xii) None of the Sponsor, the Seller nor the Trust is required to be registered as an “investment company” under the 1940 Act. The Trust will rely on an exclusion or exemption from the definition of “investment company” under the 1940 Act contained in Section 3(c)(5) of the 1940 Act, although there may be additional exclusions or exemptions available to the Trust. The Trust is not a “covered fund” for purposes of the Volcker Rule.

(xiii) The arrangement pursuant to which the Receivables are held does not constitute an “investment company” within the meaning of the 1940 Act.

(xiv) The direction by the Seller to the Owner Trustee to execute, issue, countersign and deliver the Certificate has been duly authorized.

(xv) The Seller has full power and authority to sell and assign the property to be sold and assigned to the Trust as part of the trust estate and has duly authorized such sale and assignment to the Trust by all necessary corporate action.

(xvi) The Indenture has been duly qualified under the Trust Indenture Act of 1939, as amended.

(xvii) The statements in the Prospectus and the Preliminary Prospectus under the captions “DESCRIPTION OF THE NOTES” and “DESCRIPTION OF THE TRANSACTION DOCUMENTS” and “DESCRIPTION OF THE SECURITIES,” to the extent such statements purport to summarize certain provisions of the Notes, the Certificate, the Purchase Agreement, the Trust Agreement, the Sale and Servicing Agreement and the Indenture, are fair and accurate in all material respects.

(xviii) The statements in the Base Prospectus, under the captions “SUMMARY OF PROSPECTUS — MATERIAL FEDERAL INCOME TAX CONSEQUENCES”, “SUMMARY OF PROSPECTUS — ERISA CONSIDERATIONS”, “RISK FACTORS”, “MATERIAL FEDERAL INCOME TAX CONSEQUENCES”, “STATE AND LOCAL TAX CONSEQUENCES”, “ERISA CONSIDERATIONS” and “MATERIAL LEGAL ASPECTS OF THE AUTOMOBILE LOAN CONTRACTS” and the statements in the Preliminary Prospectus and in the Prospectus Supplement under the captions “SUMMARY — FEDERAL INCOME TAX CONSEQUENCES”, “SUMMARY — ERISA CONSIDERATIONS”, “LEGAL INVESTMENT”, “MATERIAL FEDERAL INCOME TAX CONSEQUENCES” and “ERISA CONSIDERATIONS”, insofar as such statements purport to summarize matters of federal law or New York law, or legal conclusions with respect thereto, provide a fair and accurate summary of such law or conclusions.

 

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(xix) The statements in the Base Prospectus under the caption “MATERIAL LEGAL ASPECTS OF THE AUTOMOBILE LOAN CONTRACTS” to the extent they constitute matters of law or legal conclusions, are correct in all material respects.

(xx) The conditions to the use by the Sponsor of a registration statement on Form S-3 under the Securities Act, as set forth in the General Instructions to Form S-3, have been satisfied with respect to the Registration Statement and the Prospectus. There are no contracts or documents which are required to be filed as exhibits to the Registration Statement pursuant to the Securities Act or the Rules and Regulations thereunder which have not been so filed.

(xxi) Under Section 9-301(c)(3) of the UCC, the priority of a perfected, nonpossessory security interest created in any tangible chattel paper (i) in favor of the Seller pursuant to the Purchase Agreement, (ii) in favor of the Trust pursuant to the Sale and Servicing Agreement and (iii) in favor of the Trust Collateral Agent pursuant to the Indenture, will be determined pursuant to the laws of the State of Texas.

In addition, counsel shall state that such counsel has rendered legal advice and assistance to the Companies and the Trust relating to the sale and issuance of the Notes that involved, among other things, discussions and inquiries concerning various legal and related subjects and reviews of certain records, documents, opinions and certificates in accordance with instructions of the Companies and the Trust. Such counsel shall also state that it has participated with the Companies and the Trust in conferences with representatives of the Underwriters, during which the contents of the Registration Statement, the Time of Sale Information, the Prospectus and related matters were discussed and examined the Original Registration Statement, the Registration Statement, the Time of Sale Information and the Prospectus and nothing has come to such counsel’s attention that would lead such counsel to believe that the Registration Statement (other than the financial statements and other financial and statistical information contained or incorporated by reference therein or omitted therefrom, as to which such counsel is not called upon to express any belief), at the time the Original Registration Statement became effective, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein not misleading or that the Registration Statement, including the Rule 430B Information and the Ratings FWP (other than the financial statements and other financial and statistical information contained or incorporated by reference therein or omitted therefrom, as to which such counsel is not called upon to express any belief) at the latest deemed effective time with respect to the Underwriters pursuant to Rule 430B(f)(2), contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

Furthermore, such counsel shall state that, although such counsel has not been asked to pass upon, and shall not assume responsibility for, the accuracy, completeness or fairness of the statements contained in the Prospectus (except as set forth in paragraphs numbered (xvii), (xviii) and (xix) above), in the course of such counsel’s examination of the Ratings FWP together with the Prospectus and certain other documents and such counsel’s participation in the discussions hereinabove mentioned, no facts have come to such counsel’s attention which lead such counsel to believe that the Ratings FWP together with the Prospectus (other than the financial statements and other financial and statistical data contained or incorporated by reference therein or omitted therefrom, as to which such counsel is not called upon to express any belief), at the date thereof or at the Closing Time, contained or contains any untrue statement of a material fact or omitted or omits to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. In addition, nothing has come to such counsel’s attention that would lead them to believe that the Time of

 

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Sale Information (other than the Ratings FWP, the financial statements and other financial and statistical information contained or incorporated by reference therein or omitted therefrom, as to which such counsel is not called upon to express any belief), when considered together with the information that is presented in the Prospectus that completes those sections of the Time of Sale Information that were presented in blank form therein, as of the Applicable Time, contained any untrue statement of a material fact or, as of the Applicable Time, omitted to state any material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

D. The Sponsor shall have delivered to the Underwriters a certificate, dated the Closing Date, of an authorized officer of the Sponsor to the effect that the signer of such certificate has carefully examined this Agreement, each Sponsor Agreement and the Prospectus and that: (i) the representations and warranties of the Sponsor in each Sponsor Agreement are true and correct in all material respects at and as of the Closing Date with the same effect as if made on the Closing Date, (ii) the Sponsor has complied in all material respects with all the agreements and satisfied in all material respects all the conditions on its part to be performed or satisfied at or prior to the Closing Date, (iii) no stop order suspending the effectiveness of the Registration Statement has been issued and no proceedings for that purpose have been instituted or, to such officer’s knowledge, threatened, (iv) there has been no material adverse change in the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Sponsor, whether or not arising from transactions in the ordinary course of business, except as set forth or contemplated in the Preliminary Prospectus, each Free Writing Prospectus and the Prospectus and (v) nothing has come to such officer’s attention that would lead such officer to believe that the Time of Sale Information, the Road Show Information or the Prospectus contains any untrue statement of a material fact or omits to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

The Sponsor shall attach to such certificate a true and correct copy of its certificate of incorporation, as appropriate, and by-laws which are in full force and effect on the date of such certificate and a certified true copy of the resolutions of its Board of Directors with respect to the transactions contemplated herein.

E. The Underwriters shall have received from the Seller a certificate dated the Closing Date, of an authorized officer of the Seller to the effect that the signer of such certificate has carefully examined this Agreement, each Seller Agreement and the Prospectus and that: (i) the representations and warranties of the Seller in each Seller Agreement are true and correct in all material respects at and as of the Closing Date with the same effect as if made on the Closing Date, (ii) the Seller has complied in all material respects with all the agreements and satisfied all the conditions on its part to be performed or satisfied in all material respects at or prior to the Closing Date, (iii) no stop order suspending the effectiveness of the Registration Statement has been issued and no proceedings for that purpose have been instituted or, to such officer’s knowledge, threatened, (iv) there has been no material adverse change in the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Seller whether or not arising from transactions in the ordinary course of business, except as set forth or contemplated in the Preliminary Prospectus, each Free Writing Prospectus and the Prospectus, and (v) nothing has come to such officer’s attention that would lead such officer to believe that the Time of Sale Information, the Road Show Information or the Prospectus contains any untrue statement of a material fact or omits to state any material facts required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

The Seller shall attach to such certificate a true and correct copy of its articles of incorporation and by-laws which are in full force and effect on the date of such certificate and a certified true copy of the resolutions of its Board of Directors with respect to the transactions contemplated herein.

 

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F. The Underwriters shall have received from Frank E. Brown III, Esq., corporate counsel of the Companies, a favorable opinion, dated the Closing Date and satisfactory in form and substance to the Underwriters and counsel for the Underwriters to the effect that:

(i) The Sponsor has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware. The Seller has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Nevada. Each of the Sponsor and the Seller has full corporate power to own its property or assets and to conduct its business as presently conducted by it and as described in the Preliminary Prospectus and the Prospectus, and is in good standing in each jurisdiction in which the conduct of its business or the ownership of its property or assets requires such qualification or where the failure to be so qualified would have a material adverse effect on its general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects.

(ii) Each Sponsor Agreement and each Seller Agreement has been duly authorized, executed and delivered by authorized officers or signers of the Sponsor or the Seller, as appropriate.

(iii) The execution, delivery and performance of each Sponsor Agreement by the Sponsor will not (a) contravene any provision of law, statute, rule or regulation to which the Sponsor is subject, or contravene or result in any breach of any agreement, mortgage, indenture, deed of trust or other instrument to which the Sponsor or its properties may be subject and which are material to its businesses, or contravene, result in any breach of, or result in the creation of any mortgage, lien, pledge or encumbrance in respect of any property of the Sponsor (other than liens effected by the Sponsor Agreements or for which appropriate third-party consents and approvals have been obtained); (b) contravene any judgment, decree, license, order or permit to which the Sponsor is a party; or (c) violate any provision of the articles or certificates of incorporation or bylaws of the Sponsor.

(iv) The execution, delivery and performance of each Seller Agreement by the Seller will not (a) contravene any provision of law, statute, rule or regulation to which the Seller is subject, or contravene or result in any breach of any agreement, mortgage, indenture, deed of trust or other instrument to which the Seller or its properties may be subject and which are material to its businesses, or contravene, result in any breach of, or result in the creation of any mortgage, lien, pledge or encumbrance in respect of any property of the Seller (other than liens effected by the Seller Agreements or for which appropriate third-party consents and approvals have been obtained); (b) contravene any judgment, decree, license, order or permit to which the Seller is a party; or (c) violate any provision of the articles or certificates of incorporation or bylaws of the Seller.

(v) No authorization, approval, consent or order of, or filing with, any court or governmental agency or authority of the State of Delaware is necessary in connection with the execution, delivery and performance by the Sponsor of any Sponsor Agreement except such as may be required under the Securities Act or the Rules and Regulations and Blue Sky or other state securities laws filings with respect to the transfer of the Receivables to the Trust pursuant to the Sale and Servicing Agreement and such other approvals or consents as have been obtained.

(vi) No authorization, approval, consent or order of, or filing with, any court or governmental agency or authority of the State of Nevada is necessary in connection with the execution, delivery and performance by the Seller of any Seller Agreement, except such as may be required under the Securities Act or the Rules and Regulations and Blue Sky or other state securities laws, filings with respect to the transfer of the Receivables to the Trust pursuant to the Sale and Servicing Agreement and such other approvals or consents as have been obtained.

 

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(vii) There is no pending, or to such counsel’s knowledge, after reasonable investigation, threatened action, suit or proceeding before any court or governmental agency, authority or body or any arbitrator that may, if decided adversely, materially adversely affects the business, prospects or financial condition of the Sponsor and Seller or the performance by the Sponsor and Seller of their respective obligations under, or the validity and enforceability of, each Seller Agreement and each Sponsor Agreement.

G. [Reserved]

H. The Underwriters shall have received from Dechert LLP, counsel for the Underwriters, a “negative assurance letter” in a form agreed to by such counsel and the Underwriters.

I. The Underwriters shall have received from counsel to the Trustee and the Trust Collateral Agent, a favorable opinion dated the Closing Date and satisfactory in form and substance to the Underwriters and counsel for the Underwriters, to the effect that:

(i) The Trustee (as Trustee and Trust Collateral Agent) has been duly organized and is validly existing as a New York banking corporation in good standing under the laws of New York.

(ii) The Trustee (as Trustee and Trust Collateral Agent) has full corporate trust power and authority to enter into and perform its obligations under the Indenture and the Sale and Servicing Agreement, as the case may be, including, but not limited to, its obligation to serve in the capacities of Trustee and Trust Collateral Agent, and to execute, issue, countersign and deliver the Notes.

(iii) The Indenture and the Sale and Servicing Agreement have been duly authorized, executed and delivered by the Trustee (as Trustee and Trust Collateral Agent) and constitute a legal, valid and binding obligation of the Trustee enforceable against the Trustee under New York law, in accordance with its terms, except that as to enforceability such enforcement may (A) be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the rights of creditors generally and (B) be limited by general principles of equity (whether considered in a proceeding at law or in equity).

(iv) The Notes have been duly authorized, executed and authenticated by the Trustee on behalf of the Trust in accordance with the Indenture.

(v) The execution, delivery and performance of the Indenture, the Sale and Servicing Agreement and the Notes by the Trustee (as Trustee and Trust Collateral Agent) will not conflict with or result in a breach of any of the terms or provisions of, or constitute a default under, or result in the creation or imposition of any lien, charge or encumbrance upon any of the property or assets of the Trustee pursuant to the terms of the articles of association or the by-laws of the Trustee or any statute, rule, regulation or order of any governmental agency or body, or any court having jurisdiction over the Trustee or its property or assets or any agreement or instrument known to such counsel, to which the Trustee is a party or by which the Trustee or any of its respective property or assets is bound.

(vi) No authorization, approval, consent or order of, or filing with, any state or federal court or governmental agency or authority is necessary in connection with the execution, delivery and performance by the Trustee or Trust Collateral Agent of the Indenture, the Sale and Servicing Agreement and the Notes, as applicable.

J. The Underwriters shall have received from counsel to the Owner Trustee a favorable opinion dated the Closing Date and satisfactory in form and substance to the Underwriters and counsel for the Underwriters, to the effect that:

 

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(i) The Owner Trustee has been duly incorporated and is validly existing as a banking corporation in good standing under the laws of the State of Delaware.

(ii) The Owner Trustee has the power and authority to execute, deliver and perform the Trust Agreement and to consummate the transactions contemplated thereby.

(iii) The Trust Agreement has been duly authorized, executed and delivered by the Owner Trustee and constitutes a legal, valid and binding obligation of the Owner Trustee enforceable against the Owner Trustee, in accordance with its terms, except that as to enforceability such enforcement may (A) be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the rights of creditors generally and (B) be limited by general principles of equity (whether considered in a proceeding at law or in equity).

(iv) Neither the execution, delivery and performance by Wilmington Trust Company of the Trust Agreement, nor the consummation of the transactions contemplated thereby, nor compliance with the terms thereof conflict with or result in a breach of, or constitute a default under the provisions of, Wilmington Trust Company’s certificate of incorporation or by-laws or any law, rule or regulation of the State of Delaware governing the trust powers of Wilmington Trust Company.

(v) No consent, approval or other authorization of, or registration, declaration or filing with, any court or governmental agency or commission of the State of Delaware is required by or with respect to Wilmington Trust Company for the valid execution and delivery of the Trust Agreement, or for the validity or enforceability thereof, other than the filing of the Certificate of Trust.

K. The Underwriters shall have received from special Delaware counsel to the Trust a favorable opinion dated the Closing Date and satisfactory in form and substance to the Underwriters and counsel for the Underwriters (which opinion may contain exceptions, qualifications and assumptions as is standard in opinions delivered in similar transactions), to the effect that:

(i) The Trust has been duly formed and is validly existing in good standing as a statutory trust under the Delaware Statutory Trust Act, 12 Del. C. § 3801, et seq. (the “Act”).

(ii) The Trust has the power and authority, pursuant to the Trust Agreement and the Act, to execute, deliver and perform its obligations under the trust documents, to issue the Notes and the Certificate and to grant the trust estate to the Trust Collateral Agent as security for the Notes.

(iii) The trust documents have been duly authorized, executed and delivered by the Trust. The Notes have been duly authorized and executed by the Trust.

(iv) When the Certificate is duly executed by the Trust and duly authenticated by the Owner Trustee in accordance with the Trust Agreement, the Certificate will be validly issued and entitled to the benefits of the Trust Agreement.

(v) Under § 3805(b) of the Act, no creditor of any certificateholder shall have any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the Trust except in accordance with the terms of the Trust Agreement.

(vi) Under § 3805(c) of the Act, except to the extent otherwise provided in the Trust Agreement, a certificateholder has no interest in specific trust property.

(vii) The Owner Trustee is not required to hold legal title to the trust estate in order for the Trust to qualify as a statutory trust under the Act.

 

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(viii) Neither the execution, delivery and performance by the Trust of the trust documents, nor the consummation by the Trust of any of the transactions contemplated thereby, requires the consent or approval of, the withholding of objection on the part of, the giving of notice to, the filing, registration or qualification with, or the taking of any other action in respect of, any governmental authority or agency of the State of Delaware, other than the filing of the Certificate of Trust with the Secretary of State.

(ix) Neither the execution, delivery and performance by the Trust of the trust documents, nor the consummation by the Trust of the transactions contemplated thereby, is in violation of the Trust Agreement or of any law, rule or regulation of the State of Delaware applicable to the Trust.

(x) Under Section 3808(a) and (b) of the Act, the Trust may not be terminated or revoked by any Certificateholder, and the dissolution, termination or bankruptcy of any Certificateholder shall not result in the termination or dissolution of the Trust, except to the extent otherwise provided in the Trust Agreement.

L. BNYM shall have furnished to the Underwriters a certificate of BNYM signed by one or more duly authorized officers of BNYM dated the Closing Date, as to the due authorization, execution and delivery of the Indenture and the Sale and Servicing Agreement by the Trustee and the acceptance by the Trustee of the trust created thereby and the due execution and delivery of the Notes by the Trustee thereunder and such other matters as the Underwriters shall reasonably request.

M. Wilmington Trust Company (“WTC”) shall have furnished to the Underwriters a certificate of WTC, signed by one or more duly authorized officers of WTC, dated the Closing Date, as to the due authorization, execution and delivery of the Trust Agreement by WTC and the acceptance by the Owner Trustee of the trust created thereby and the due execution and delivery of the Certificate by the Owner Trustee thereunder and such other matters as the Underwriters shall reasonably request.

N. [Reserved]

O. [Reserved]

P. On the Closing Date, the Publicly Offered Notes shall have received the ratings set forth in the Ratings FWP.

Q. The Underwriters shall have received from Katten Muchin Rosenman LLP, counsel to the Companies, a favorable opinion, dated the Closing Date and satisfactory in form and substance to the Representatives and counsel for the Underwriters, as to true sale and non-consolidation matters relating to the transaction, and the Underwriters shall be addressees of any opinions of counsel supplied to the rating organizations relating to the Notes.

R. All proceedings in connection with the transactions contemplated by this Agreement, and all documents incident hereto, shall be reasonably satisfactory in form and substance to the Underwriters and counsel for the Underwriters, and the Underwriters and counsel for the Underwriters shall have received such other information, opinions, certificates and documents as they may reasonably request in writing.

S. The Preliminary Prospectus, each Free Writing Prospectus, the Prospectus and any amendments and supplements thereto shall have been filed (if required) with the Commission in accordance with the rules and regulations under the Securities Act and Section 2 hereof, and prior to the Closing Date, no stop order suspending the effectiveness of the Registration Statement shall have been issued and no proceedings for that purpose shall have been instituted or shall be contemplated by the Commission or by any authority administering any state securities or Blue Sky law.

 

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T. On the Closing Date the Underwriters shall have received from a third party that is a nationally recognized accounting firm reasonably satisfactory to the Underwriters a letter in the form heretofore agreed to regarding the static pool reports, the Preliminary Prospectus and the Prospectus, each dated as of the review date, the date of the Preliminary Prospectus or the date of the Prospectus, as applicable.

U. If not previously provided in a calendar year with respect to such state, the Underwriters shall have received from local counsel, in each state where there is a concentration of 10% or more of the Receivables, an opinion dated as of the Closing Date (or as of any other date as specified by the rating agencies to maintain the required ratings on the Notes) as to the perfection of security interests in automobiles in such state.

If any condition specified in this Section 7 shall not have been fulfilled when and as required to be fulfilled, (i) this Agreement may be terminated by the Representatives by notice to both of the Companies at any time at or prior to the Closing Date, and such termination shall be without liability of any party to any other party except as provided in Section 8 and (ii) the provisions of Section 8, the indemnity set forth in Section 9, the contribution provisions set forth in Section 9 and the provisions of Sections 12 and 15 shall remain in effect.

Section 8. Payment of Expenses. The Companies agree to pay the following expenses incident to the performance of the Companies’ obligations under this Agreement, (i) the filing of the Registration Statement and all amendments thereto, (ii) the duplication and delivery to the Underwriters, in such quantities as the Underwriters may reasonably request, of copies of this Agreement, (iii) the preparation, issuance and delivery of the Publicly Offered Notes, (iv) the fees and disbursements of Katten Muchin Rosenman LLP, counsel to the Companies, (v) the fees and disbursements of the third party referenced in Section 7(T) above, (vi) the qualification of the Publicly Offered Notes under securities and Blue Sky laws and the determination of the eligibility of the Publicly Offered Notes for investment in accordance with the provisions hereof, including filing fees and the fees and disbursements of Dechert LLP, counsel to the Underwriters, in connection therewith and in connection with the preparation of any Blue Sky survey, (vii) the printing and delivery to the Underwriters in such quantities as the Underwriters may reasonably request, of copies of the Registration Statement and the Prospectus and all amendments and supplements thereto, and of any Blue Sky survey, (viii) the duplication and delivery to the Underwriters, in such quantities as the Underwriters may reasonably request, of copies of the Sale and Servicing Agreement, the Indenture, the Trust Agreement and the other transaction documents, (ix) the fees charged by nationally recognized statistical rating agencies for rating the Publicly Offered Notes, (x) the fees and expenses of the Trustee and its counsel, (xi) the fees and expenses of the Owner Trustee and its counsel and (xii) the costs and expenses (including any damages or other amounts payable in connection with legal or contractual liability) associated with the reforming of any contracts for sale of the Publicly Offered Notes made by the Underwriters caused by a breach of the representations contained in Section 2.A(iv) and (v).

If this Agreement is terminated by the Representatives in accordance with the provisions of Section 7, the Companies shall reimburse the Representatives for all reasonable third-party out-of-pocket expenses, including the reasonable fees and disbursements of Dechert LLP, the Representatives’ counsel.

The Underwriters agree to pay the reasonable fees and disbursements of Dechert LLP incident to the performance of the Underwriters’ obligations under this Agreement.

 

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Section 9. Indemnification

A. Each of the Sponsor and the Seller agrees to severally and jointly indemnify and hold harmless each Underwriter, its directors, officers, employees, agents and each person, if any, who controls such Underwriter within the meaning of the Securities Act or the Exchange Act, from and against any and all loss, claim, damage or liability, joint or several, or any action in respect thereof (including, but not limited to, any loss, claim, damage, liability or action relating to purchases and sales of the Publicly Offered Notes), to which such Underwriter, director, officer, employee, agent or any such controlling person may become subject, under the Securities Act or the Exchange Act or otherwise, insofar as such loss, claim, damage, liability or action arises out of, or is based upon, (i) any untrue statement or alleged untrue statement of a material fact contained in the Registration Statement (including the 430B Information), the Preliminary Prospectus, each Free Writing Prospectus (other than any Derived Information included therein), any issuer free writing prospectus or the Prospectus or any amendment, exhibit or supplement thereto (in each case, other than in the Underwriter Information), (ii) the omission or alleged omission to state in the Registration Statement (including the 430B Information) (other than in the Underwriter Information) a material fact required to be stated therein or necessary to make the statements therein not misleading, or (iii) the omission or alleged omission to state in the Preliminary Prospectus, each Free Writing Prospectus (other than any Derived Information included therein), any issuer free writing prospectus or the Prospectus (in each case, other than in the Underwriter Information) a material fact required to be stated or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, and shall reimburse each Underwriter and any such director, officer, employee, agent and each such controlling person promptly upon demand for any documented legal or documented other expenses reasonably incurred by such Underwriter or any such director, officer, employee, agent or such controlling person in connection with investigating or defending or preparing to defend against any such loss, claim, damage, liability or action as such expenses are incurred. For the avoidance of doubt, the Road Show Information (other than any Derived Information included therein) shall constitute an “issuer free writing prospectus”.

The foregoing indemnity agreement is in addition to any liability which the Sponsor or the Seller may otherwise have to the Underwriters or any controlling person of any of the Underwriters.

B. Each of the Underwriters agrees to severally and not jointly indemnify and hold harmless the Sponsor, the Seller, the directors and the officers of the Sponsor and the Seller who signed the Registration Statement, and each person, if any, who controls the Sponsor or the Seller within the meaning of the Securities Act or the Exchange Act against any and all loss, claim, damage or liability, or any action in respect thereof, to which the Sponsor, the Seller or any such director, officer or controlling person may become subject, under the Securities Act or the Exchange Act or otherwise, insofar as such loss, claim, damage, liability or action arises out of, or is based upon, (i) any untrue statement or alleged untrue statement of a material fact relating to such Underwriter contained in the Underwriter Information, or (ii) the omission or alleged omission to state therein a material fact relating to such Underwriter required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; and shall reimburse the Sponsor or the Seller, as applicable, promptly on demand, and any such director, officer or controlling person for any documented legal or other documented expenses reasonably incurred by the Sponsor, the Seller or any director, officer or controlling person in connection with investigating or defending or preparing to defend against any such loss, claim, damage, liability or action as such expenses are incurred, except as expressly limited herein.

Except as otherwise expressly provided, the foregoing indemnity agreement is in addition to any liability which the Underwriters may otherwise have to the Sponsor, the Seller or any such director, officer or controlling person.

 

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C. Promptly after receipt by any indemnified party under this Section 9 of notice of any claim or the commencement of any action, such indemnified party shall, if a claim in respect thereof is to be made against any indemnifying party under this Section 9, promptly notify the indemnifying party in writing of the claim or the commencement of that action; provided however, that the failure to notify an indemnifying party shall not relieve it from any liability which it may have under this Section 9 except to the extent it has been materially prejudiced by such failure; and provided, further, that the failure to notify any indemnifying party shall not relieve it from any liability which it may have to any indemnified party otherwise than under this Section 9.

If any such claim or action shall be brought against an indemnified party, and it shall notify the indemnifying party thereof, the indemnifying party shall be entitled to participate therein and, to the extent that it wishes, jointly with any other similarly notified indemnifying party, to assume the defense thereof with counsel reasonably satisfactory to the indemnified party, unless such indemnified party reasonably objects to such assumption on the ground that there may be legal defenses available to it which are different from or in addition to those available to such indemnifying party. Notwithstanding the foregoing the indemnifying party shall not be entitled to participate in, or assume the defense of, any such claim or action against an indemnified party brought by a governmental agency, regulatory authority or self-regulatory authority having or claiming to have jurisdiction over the business or financial affairs of such indemnified party or any of its affiliates, unless such indemnified party consents to such participation or assumption. After notice from the indemnifying party to the indemnified party of its election to assume the defense of such claim or action, except to the extent provided in the next following paragraph, the indemnifying party shall not be liable to the indemnified party under this Section 9 for any fees and expenses of counsel subsequently incurred by the indemnified party in connection with the defense thereof other than reasonable costs of investigation.

Any indemnified party shall have the right to employ separate counsel in any such action and to participate in the defense thereof, but the fees and expenses of such counsel shall be at the expense of such indemnified party unless: (i) the employment thereof has been specifically authorized by the indemnifying party in writing; (ii) such indemnified party shall have been advised by such counsel that there may be one or more legal defenses available to it which are different from or additional to those available to the indemnifying party and in the reasonable judgment of such counsel it is advisable for such indemnified party to employ separate counsel; or (iii) the indemnifying party has failed to assume the defense of such action and employ counsel reasonably satisfactory to the indemnified party, in which case, if such indemnified party notifies the indemnifying party in writing that it elects to employ separate counsel at the expense of the indemnifying party, the indemnifying party shall not have the right to assume the defense of such action on behalf of such indemnified party, it being understood, however, the indemnifying party shall not, in connection with any one such action or separate but substantially similar or related actions in the same jurisdiction arising out of the same general allegations or circumstances, be liable for the reasonable fees and expenses of more than one separate firm of attorneys (in addition to local counsel) at any time for all such indemnified parties, which firm shall be designated in writing by the Representatives, if the indemnified parties under this Section 9 consist of the Underwriters or any of their controlling persons, or by the Companies, if the indemnified parties under this Section 9 consist of either of the Companies or any of the Companies’ directors, officers or controlling persons, but in either case reasonably satisfactory to the indemnified party.

Each indemnified party, as a condition of the indemnity agreements contained in Sections 9.A and B, shall use its reasonable efforts to cooperate with the indemnifying party in the defense of any such action or claim. No indemnifying party shall be liable for any settlement of any such action effected without its written consent (which consent shall not be unreasonably withheld), but if settled with its written consent or if there be a final judgment for the plaintiff in any such action, the indemnifying party agrees to indemnify and hold harmless any indemnified party from and against any loss or liability by reason of such settlement or judgment. No indemnifying party shall, without prior written consent of the

 

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indemnified party, effect any settlement of any pending or threatened action in respect of which such indemnified party is or could have been a party and indemnity could have been sought hereunder by such indemnified party unless such settlement (i) includes an unconditional release of such indemnified party from all liability on any claims that are the subject matter of such action and (ii) does not include a statement as to or an admission of fault, culpability or a failure to act by or on behalf of any indemnified party.

D. Each Underwriter covenants and agrees that it has not and will not distribute any Other Offering Document unless (i) it has notified the Companies of its intention to distribute such Other Offering Document prior to its distribution thereof and (ii) it provides the Companies with a copy of such Other Offering Document in an electronic format prior to or simultaneously with its initial distribution of such Other Offering Document. “Other Offering Document” means any “written communication” (as defined in Rule 405 of the Rules and Regulations) relating to the offer and sale of the Publicly Offered Notes that would constitute a “free writing prospectus” (as defined in Rule 405 of the Rules and Regulations), including but not limited to any “ABS information and computational materials” (as defined in Item 1101(a) of Regulation AB under the Securities Act), for the avoidance of doubt, written communication will include CDI Intex Files that do not contain any Issuer Information other than Issuer Information included in the Preliminary Prospectus, but will exclude any such written communication that consists solely of postings that are initially made by any Underwriter on the Bloomberg system, or otherwise via e-mail and that contains only identifying information regarding the Trust and the Publicly Offered Notes; the expected closing date and first payment date for the Publicly Offered Notes; the expected principal amount, expected weighted average life, expected ratings, expected periods for payments of principal, expected final payment date, expected legal final payment date and expected interest rate index for each class of Publicly Offered Notes; preliminary guidance as to the interest rate and/or yield for each class of Publicly Offered Notes (but not final interest rate or yield information); information regarding the principal amount of the Publicly Offered Notes being offered by each Underwriter; other similar or related information such as expected pricing parameters, status of subscriptions and Underwriter’s retentions and ERISA eligibility; and/or any legends regarding the contents of such written communication.

E. (i) Each Underwriter agrees, assuming all Issuer Information (defined below) is accurate and complete in all material respects, to severally and not jointly indemnify and hold harmless the Sponsor, each of the Sponsor’s officers, directors and each person who controls the Sponsor within the meaning of Section 15 of the Securities Act against any and all losses, claims, damages or liabilities, joint or several, to which they may become subject under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement of a material fact contained in the Derived Information (as defined below) provided by such Underwriter, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, and agrees to reimburse each such indemnified party for any legal or other expenses reasonably incurred by him, her or it in connection with investigating or defending or preparing to defend any such loss, claim, damage, liability or action as such expenses are incurred; provided, however, that in no case shall any Underwriter be responsible for any amount in excess of the underwriting discount applicable to the Publicly Offered Notes purchased by such Underwriter; provided, further, that no Underwriter shall be liable to the extent that any such loss, claim, damage or liability arises out of or is based upon any statement in or omission from any Derived Information in reliance upon and in conformity with (A) any written information furnished to the related Underwriter by the Sponsor or Seller expressly for use therein, which information was not corrected by information subsequently provided by the Sponsor or Seller to the related Underwriter prior to the time of use of such Derived Information, (B) information accurately extracted from any Preliminary Prospectus or Prospectus, which information was not corrected by information subsequently provided by the Sponsor or Seller to the related Underwriter prior to the time of use of such Derived Information or (C) Issuer Information (as defined in Section 9.F). The obligations of each of the Underwriters under this Section 9.E(i) shall be in addition to any liability which such Underwriter may otherwise have.

 

25


(ii) The Sponsor agrees to indemnify and hold harmless each Underwriter, each of such Underwriter’s officers, directors, employees, agents and each person who controls such Underwriter within the meaning of Section 15 of the Securities Act against any and all losses, claims, damages or liabilities, joint or several, to which they may become subject under the Securities Act or otherwise, insofar as such losses, claims, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement of a material fact contained in the Issuer Information, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, and agrees to reimburse each such indemnified party for any legal or other expenses reasonably incurred by him, her or it in connection with investigating or defending or preparing to defend any such loss, claim, damage, liability or action as such expenses are incurred. The Sponsor’s obligation under this Section 9.E(ii) shall be in addition to any liability which they may otherwise have to the Underwriters.

The procedures set forth in Section 9.C shall be equally applicable to this Section 9.E.

F. For purposes of this Section 9, the term “Derived Information” means such information, if any, contained in any Other Offering Document that:

(i) is not contained in the Registration Statement, the Preliminary Prospectus or the Prospectus, taking into account information incorporated into the Registration Statement, the Preliminary Prospectus or the Prospectus by reference; and

(ii) does not constitute Issuer Information.

Issuer Information” means (i) any computer tape furnished to the Underwriters by the Sponsor or the Seller concerning the Receivables comprising the Trust (including any such information intended for use or incorporation in any Other Offering Document), (ii) the Registration Statement, the Preliminary Prospectus and the Prospectus (in each case, other than in the Underwriter Information) and (iii) any other textual information (including, without limitation, the Road Show Information) furnished by the Companies to the Underwriters for inclusion in any Other Offering Document that constitutes “issuer information” (as defined in Rule 433(h)(2) of the Rules and Regulations and footnote 271 of the Securities Act Release No. 33-8591).

For the avoidance of doubt, “Derived Information” will include any information that would otherwise constitute Issuer Information but that was not accurately extracted or transcribed by any Underwriter for use or incorporation in any Other Offering Document.

G. [Reserved].

H. If the indemnification provided for in this Section 9 shall for any reason be unavailable or insufficient to hold harmless an indemnified party under Section 9.A, 9.B or 9.E in respect of any loss, claim, damage or liability, or any action in respect thereof, referred to therein, then each indemnifying party shall, in lieu of indemnifying such indemnified party, contribute severally and not jointly to the amount paid or payable by such indemnified party as a result of such loss, claim, damage or liability, or action in respect thereof, (i) in such proportion as shall be appropriate to reflect the relative benefits received by the Sponsor and the Seller on the one hand and the Underwriters on the other from the offering of the Publicly Offered Notes or (ii) if the allocation provided by clause (i) above is not permitted by applicable law, in such proportion as is appropriate to reflect not only the relative benefits

 

26


referred to in clause (i) above but also the relative fault of the Sponsor and the Seller on the one hand and the Underwriters on the other with respect to the statements or omissions which resulted in such loss, claim, damage or liability, or action in respect thereof, as well as any other relevant equitable considerations.

The relative benefits of the Underwriters, the Seller and the Sponsor shall be deemed to be in such proportion so that the Underwriters are responsible for that portion represented by the percentage that the underwriting discount appearing on the cover page of the Prospectus bears to the public offering price appearing on the cover page of the Prospectus.

The relative fault of the Underwriters, the Seller and the Sponsor shall be determined by reference to whether the untrue or alleged untrue statement of a material fact or omission or alleged omission to state a material fact relates to information supplied by the Sponsor, the Seller or by one of the Underwriters, the intent of the parties and their relative knowledge, access to information and opportunity to correct or prevent such statement or omission and other equitable considerations.

The Sponsor, the Seller and the Underwriters agree that it would not be just and equitable if contributions pursuant to this Section 9.G were to be determined by pro rata allocation or by any other method of allocation which does not take into account the equitable considerations referred to herein. The amount paid or payable by an indemnified party as a result of the loss, claim, damage or liability, or action in respect thereof, referred to above in this Section 9.G shall be deemed to include, for purposes of this Section 9.G, any legal or other expenses reasonably incurred by such indemnified party in connection with investigating or defending any such action or claim.

Each person, if any, who controls each Underwriter within the meaning of the Securities Act or the Exchange Act shall have the same rights to contribution as each of the Underwriters and each director of the Sponsor and/or the Seller, each officer of the Sponsor and/or the Seller who signed the Registration Statement, and each person, if any, who controls the Sponsor and/or the Seller within the meaning of the Securities Act or the Exchange Act shall have the same rights to contribution as the Sponsor.

In no case shall any Underwriter be responsible for any amount under this Section 9.H, in excess of the underwriting discount applicable to the Publicly Offered Notes purchased by such Underwriter hereunder. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation.

I. The Underwriters severally and not jointly confirm that the Underwriter Information together with the Derived Information, is correct in all material respects and constitutes the only information furnished in writing to the Sponsor or the Seller by or on behalf of the Underwriters specifically for inclusion in the Registration Statement and the Prospectus.

J. In relation to each member state of the European Economic Area which has implemented the Prospectus Directive (as defined below) (each, a “Relevant Member State”), each Underwriter represents and agrees, severally and not jointly, that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State, such Underwriter has not made and will not make an offer of Publicly Offered Notes to the public in that Relevant Member State prior to the publication of a prospectus in relation to the Publicly Offered Notes that has been approved by the competent authority in that Relevant Member State or, where appropriate, approved in another Relevant Member State and notified to the competent authority in that Relevant Member State, other than:

 

27


(i) to any legal entity which is a “qualified investor” as defined in the Prospectus Directive;

(ii) to fewer than 100 or, if the Relevant Member State has implemented the relevant provision of the 2010 PD Amending Directive, 150, natural or legal persons (other than “qualified investors” as defined in the Prospectus Directive) subject to obtaining the prior consent of the Representatives; or

(iii) in any other circumstances falling within Article 3(2) of the Prospectus Directive;

provided, that no such offer of notes to the public shall require us or any Underwriter to publish a prospectus pursuant to Article 3 of the Prospectus Directive.

For purposes of this section, the expression an “offer of notes to the public” in relation to any notes in any Relevant Member State means the communication to persons in any form and by any means, presenting sufficient information on the terms of the offer and the notes to be offered, so as to enable an investor to decide to purchase or subscribe to the notes, as the same may be varied in that Relevant Member State by any measure implementing the Prospectus Directive in that member state, and the expression “Prospectus Directive” means Directive 2003/71/EC, includes any relevant implementing measure in each Relevant Member State, and the expression “2010 PD Amending Directive” means Directive 2010/73/EU.

The countries comprising the European Economic Area are the European Union member states together with Iceland, Liechtenstein and Norway.

Section 10. Default by One or More of the Underwriters. If one or more of the Underwriters participating in the public offering of the Publicly Offered Notes shall fail at the Closing Date to purchase the Publicly Offered Notes which it is obligated to purchase hereunder (the “Defaulted Securities”), then the non-defaulting Underwriters shall have the right, within 24 hours thereafter, to make arrangements to purchase all, but not less than all, of the Defaulted Securities in such amounts as may be agreed upon and upon the terms herein set forth. If, however, the Underwriters have not completed such arrangements within such 24-hour period, then:

(a) if the aggregate principal amount of Defaulted Securities does not exceed 10% of the aggregate principal amount of the Publicly Offered Notes to be purchased pursuant to this Agreement, the non-defaulting Underwriters shall be obligated, pro rata in the proportion shown in the attached Schedule 1 as to each non-defaulting Underwriter (“Pro Rata”) (unless the non-defaulting Underwriters agree among themselves to a different allocation) to purchase the full amount thereof, or

(b) if the aggregate principal amount of Defaulted Securities exceeds 10% of the aggregate principal amount of the Publicly Offered Notes to be purchased pursuant to this Agreement, (a) no non-defaulting Underwriters shall be required to purchase any Publicly Offered Notes which were to be purchased by the defaulting Underwriter, (b) the non-defaulting Underwriters may elect to purchase the remaining amount Pro Rata (unless the non-defaulting Underwriters agree among themselves to a different allocation) provided that if the non-defaulting Underwriters have not agreed to purchase the entire aggregate principal amount of the Publicly Offered Notes, then this Agreement shall terminate, without any liability on the part of the non-defaulting Underwriters.

No action taken pursuant to this Section shall relieve the defaulting Underwriter from the liability with respect to any default of such Underwriter under this Agreement.

 

28


In the event of a default by any Underwriter as set forth in this Section, each of the Underwriters and the Seller shall have the right to postpone the Closing Date for a period not exceeding five (5) Business Days in order that any required changes in the Registration Statement or the Prospectus or in any other documents or arrangements may be effected.

Section 11. Termination. This Agreement shall be subject to termination in the absolute discretion of the Representatives, by notice given to the Sponsor and the Seller prior to delivery of and payment for the Publicly Offered Notes if prior to such time (i) any change, or any development involving a prospective change, would have a material adverse effect on the general affairs, business, management, financial condition, stockholders’ equity, results of operations, regulatory situation or business prospects of the Trust, the Sponsor or the Seller which, in the reasonable judgment of the Representatives, materially impairs the investment quality of the Publicly Offered Notes or makes it impractical or inadvisable to market the Publicly Offered Notes; (ii) the Publicly Offered Notes have been placed on credit watch or review by either of the Engaged NRSROs with negative implications; (iii) trading in securities generally on the New York Stock Exchange or the National Association of Securities Dealers National Market System shall have been suspended or limited, or minimum prices shall have been established on such exchange or market system; (iv) a banking moratorium shall have been declared by either federal or New York State authorities; (v) there shall have occurred any outbreak or material escalation of hostilities or other calamity or crisis or change in the financial markets, the effect of which is a material adverse effect on the practicality or advisability of proceeding with the completion of the sale and payment for the Publicly Offered Notes; or (vi) any material disruption in securities settlement, payment or clearance services shall have occurred in the United States. Upon such notice being given, the parties to this Agreement shall (except for any liability arising before or in relation to such termination) be released and discharged from their respective obligations under this Agreement.

Section 12. Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Companies submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Representatives or controlling person of the Representatives, or by or on behalf of the Companies or any officers, directors or controlling persons and shall survive delivery of any Publicly Offered Notes to the Representatives or any controlling person.

Section 13. Absence of Fiduciary Relationship. The Sponsor and the Seller acknowledge and agree that:

(a) The Underwriters have been retained solely to act as Underwriters in connection with the sale of the Publicly Offered Notes and that no fiduciary, advisory or agency relationship between the Sponsor and/or the Seller and the Underwriters has been created in respect of any of the transactions contemplated by this Agreement, irrespective of whether the Underwriters have advised or are advising the Sponsor, the Seller and/or any of their respective affiliates on other matters;

(b) No Underwriter is advising the Sponsor, the Seller or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Sponsor and the Seller shall consult with their own advisors concerning such matters and shall be responsible for making their own independent investigation and appraisal of the transactions contemplated hereby, and no Underwriter shall have any responsibility or liability to the Sponsor or the Seller with respect thereto. Any review by any Underwriter of the Sponsor, the Seller, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of such Underwriter and shall not be on behalf of the Sponsor or the Seller;

(c) The price of the Publicly Offered Notes set forth in this Agreement was established by the Seller following discussions and arms-length negotiations with the Representatives and the Sponsor and the Seller are capable of evaluating and understanding, and understand and accept, the terms, risks and conditions of the transactions contemplated by this Agreement;

 

29


(d) The Sponsor and the Seller have been advised that the Underwriters and their affiliates are engaged in a broad range of transactions which may involve interests that differ from those of the Sponsor and/or the Seller and that the Underwriters have no obligation to disclose such interests and transactions to the Sponsor and/or the Seller by virtue of any fiduciary, advisory or agency relationship; and

(e) Each of the Sponsor and the Seller waives, to the fullest extent permitted by law, any claims it may have against the Underwriters for breach of fiduciary duty or alleged breach of fiduciary duty and agrees that the Underwriters shall have no liability (whether direct or indirect) to the Sponsor or the Seller in respect of such a fiduciary duty claim or to any person asserting a fiduciary duty claim on behalf of or in right of the Sponsor or the Seller, including stockholders, employees or creditors of the Sponsor or the Seller.

Section 14. Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted by any standard form of telecommunication to:

 

The Representatives:   

J.P. Morgan Securities LLC

383 Madison Avenue, 31st Floor

New York, NY 10179

 

Morgan Stanley & Co. LLC

1585 Broadway

New York, NY 10036

 

RBC Capital Markets, LLC

200 Vesey Street

New York, NY 10281

 

Wells Fargo Securities, LLC

550 South Tryon Street, 5th Floor

MAC D1086 051

Charlotte, NC 28202

 

The Sponsor:    AmeriCredit Financial Services, Inc.
   801 Cherry Street, Suite 3500
   Fort Worth, Texas 76102
   Attention: Chief Financial Officer
   Fax: (817) 302-7915
The Seller:    AFS SenSub Corp.
   2265 B Renaissance Drive, Suite 17
   Las Vegas, Nevada 89119
   c/o AmeriCredit Financial Services Inc.
   801 Cherry Street, Suite 3500
   Fort Worth, Texas 76102
   Attention: Chief Financial Officer
   Fax: (817) 302-7915

 

30


Section 15. Parties. This Agreement shall inure to the benefit of and be binding upon the Representatives and the Companies, and their respective successors or assigns. Nothing expressed or mentioned in this Agreement is intended nor shall it be construed to give any person, firm or corporation, other than the parties hereto or thereto and their respective successors and the controlling persons and officers and directors referred to in Section 9 and their heirs and legal representatives, any legal or equitable right, remedy or claim under or with respect to this Agreement or any provision herein contained. This Agreement and all conditions and provisions hereof are intended to be for the sole and exclusive benefit of the parties and their respective successors and said controlling persons and officers and directors and their heirs and legal representatives (to the extent of their rights as specified herein and therein) and except as provided above for the benefit of no other person, firm or corporation. No purchaser of Publicly Offered Notes from the Representatives shall be deemed to be a successor by reason merely of such purchase.

Section 16. GOVERNING LAW; VENUE. THIS AGREEMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AGREEMENT, THE RELATIONSHIPS OF THE PARTIES AND/OR THE INTERPRETATIONS AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW). EACH OF THE PARTIES HERETO HEREBY AGREES TO THE EXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED WITHIN THE STATE OF NEW YORK. EACH OF THE PARTIES HERETO HEREBY WAIVES ANY OBJECTION BASED ON FORUM NON CONVENIENS, AND ANY OBJECTION TO VENUE OF ANY ACTION INSTITUTED HEREUNDER IN ANY OF THE AFOREMENTIONED COURTS AND CONSENTS TO THE GRANTING OF SUCH LEGAL OR EQUITABLE RELIEF AS IS DEEMED APPROPRIATE BY SUCH COURT.

Section 17. WAIVER OF JURY TRIAL. TO THE EXTENT PERMITTED BY APPLICABLE LAW, EACH OF THE PARTIES HERETO WAIVES ANY RIGHT TO HAVE A JURY PARTICIPATE IN RESOLVING ANY DISPUTE, WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE BETWEEN THE PARTIES HERETO ARISING OUT OF, CONNECTED WITH, RELATED TO, OR INCIDENTAL TO THE RELATIONSHIP BETWEEN ANY OF THEM IN CONNECTION WITH THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY. INSTEAD, ANY SUCH DISPUTE RESOLVED IN COURT WILL BE RESOLVED IN A BENCH TRIAL WITHOUT A JURY.

Section 18. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but together they shall constitute but one instrument.

Section 19. Headings. The headings herein are inserted for convenience of reference only and are not intended to be part of or affect the meaning or interpretation of, this Agreement.

Section 20. Underwriter Covenants.

(a) The Underwriters severally and not jointly agree that, without the prior consent of the Sponsor, they will not provide to any “nationally recognized statistical rating organization” (within the meaning of the Exchange Act) (a “NRSRO”) any information, written or oral, related to the Trust, the Notes, the Receivables, the transaction contemplated by this Agreement or the other Basic Documents, or any other information that could be reasonably determined to be relevant to (x) determining an initial

 

31


credit rating for the Notes (as contemplated by Rule 17g-5(a)(3)(iii)(C)) or (y) undertaking credit rating surveillance for the Notes (as contemplated by Rule 17g-5(a)(3)(iii)(D)); provided, however, that if an Underwriter receives any communication from a NRSRO with respect to the Notes, such Underwriter is authorized to inform such NRSRO that it will respond to the communication only with a designated representative from the Sponsor or refer such NRSRO to the Sponsor so that the Sponsor can respond to the communication.

(b) Each Underwriter severally and not jointly represents and agrees that (i) it has only communicated or caused to be communicated and will only communicate or cause to be communicated any invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 (“FSMA”)) received by it in connection with the issue or sale of the Notes in circumstances in which section 21(1) of the FSMA does not apply to the Trust; and (ii) it has complied and will comply with all applicable provisions of the FSMA with respect to anything done by it in relation to the Notes in, for or otherwise involving the United Kingdom.

[Remainder of Page Intentionally Left Blank]

 

32


If the foregoing is in accordance with the Representatives’ understanding of our agreement, please sign and return to us a counterpart hereof, whereupon this instrument along with all counterparts will become a binding agreement between the Representatives, the Sponsor and the Seller in accordance with its terms.

 

Very truly yours,
AMERICREDIT FINANCIAL SERVICES, INC.
By:  

/s/ Susan B. Sheffield

  Name:     Susan B. Sheffield
  Title:     Executive Vice President and Treasurer
AFS SENSUB CORP.
By:  

/s/ Robert T. Pigott III

  Name:     Robert T. Pigott III
  Title:     Assistant Vice President, Corporate   Finance

[Underwriting Agreement]


CONFIRMED AND ACCEPTED, as of
the date first above written:
J.P. MORGAN SECURITIES LLC
Acting on its own behalf and as a Representative of the Underwriters referred to in the foregoing Agreement
By:  

/s/ Billy Wong

  Name:   Billy Wong
  Title:   Executive Director
MORGAN STANLEY & CO. LLC
Acting on its own behalf and as a Representative of the Underwriters referred to in the foregoing Agreement
By:  

/s/ Patrick Collins

  Name:   Patrick Collins
  Title:   Vice President

RBC CAPITAL MARKETS, LLC

Acting on its own behalf and as a Representative of the Underwriters referred to in the foregoing Agreement

By:  

/s/ Rick Koppenhaver

  Name:   Rick Koppenhaver
  Title:   Managing Director
WELLS FARGO SECURITIES, LLC.
Acting on its own behalf and as a Representative of the Underwriters referred to in the foregoing Agreement
By:  

/s/ James B. Brinkley

  Name:   James B. Brinkley II
  Title:   Director

[Underwriting Agreement]


Schedule 1

Purchase Price

 

     Class A-1     Class A-2-A     Class A-2-B     Class A-3     Class B     Class C  

J.P. Morgan Securities LLC

     99.85000     99.74665     99.75000     99.64435     99.48341     99.38689

Morgan Stanley & Co. LLC

     99.85000     99.74665     99.75000     99.64435     99.48341     99.38689

RBC Capital Markets, LLC

     99.85000     99.74665     99.75000     99.64435     99.48341     99.38689

Wells Fargo Securities, LLC

     99.85000     99.74665     99.75000     99.64435     99.48341     99.38689

Citigroup Global Markets Inc.

     99.85000     99.74665     99.75000     99.64435     —          —     

Credit Suisse Securities (USA) LLC

     99.85000     99.74665     99.75000     99.64435     —          —     

BNP Paribas Securities Corp.

     99.85000     99.74665     99.75000     99.64435     —          —     

Deutsche Bank Securities Inc.

     99.85000     99.74665     99.75000     99.64435     —          —     

Underwriting

 

    Class A-1     Class A-2-A     Class A-2-B     Class A-3     Class B     Class C  

J.P. Morgan Securities LLC

  $ 33,150,000      $ 21,250,000      $ 49,938,000      $ 62,134,000      $ 21,097,000      $ 26,190,000   

Morgan Stanley & Co. LLC

  $ 33,150,000      $ 21,250,000      $ 49,938,000      $ 62,134,000      $ 21,097,000      $ 26,190,000   

RBC Capital Markets, LLC

  $ 33,150,000      $ 21,250,000      $ 49,938,000      $ 62,134,000      $ 21,097,000      $ 26,190,000   

Wells Fargo Securities, LLC

  $ 33,150,000      $ 21,250,000      $ 49,938,000      $ 62,132,000      $ 21,099,000      $ 26,190,000   

Citigroup Global Markets Inc.

  $ 5,850,000      $ 3,750,000      $ 8,812,000      $ 10,964,000        —          —     

Credit Suisse Securities (USA) LLC

  $ 5,850,000      $ 3,750,000      $ 8,812,000      $ 10,964,000        —          —     

BNP Paribas Securities Corp.

  $ 5,850,000      $ 3,750,000      $ 8,812,000      $ 10,964,000        —          —     

Deutsche Bank Securities Inc.

  $ 5,850,000      $ 3,750,000      $ 8,812,000      $ 10,964,000        —          —     
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ 156,000,000      $ 100,000,000      $ 235,000,000      $ 292,390,000      $ 84,390,000      $ 104,760,000   
EX-4.1 3 d853626dex41.htm EX-4.1 EX-4.1

Exhibit 4.1

 

 

 

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

Class A-1 0.30000% Asset Backed Notes

Class A-2-A 0.77% Asset Backed Notes

Class A-2-B Floating Rate Asset Backed Notes

Class A-3 1.26% Asset Backed Notes

Class B 1.88% Asset Backed Notes

Class C 2.51% Asset Backed Notes

Class D 2.95% Asset Backed Notes

Class E 3.54% Asset Backed Notes

 

 

INDENTURE

Dated as of January 13, 2015

 

 

THE BANK OF NEW YORK MELLON,

as Trustee and Trust Collateral Agent

 

 

 

 


TABLE OF CONTENTS

 

         Page  

ARTICLE I Definitions and Incorporation by Reference

     3   

SECTION 1.1

  Definitions      3   

SECTION 1.2

  Incorporation by Reference of Trust Indenture Act      11   

SECTION 1.3

  Rules of Construction      11   

ARTICLE II The Notes

     11   

SECTION 2.1

  Form      11   

SECTION 2.2

  Execution, Authentication and Delivery      12   

SECTION 2.3

  Temporary Notes      13   

SECTION 2.4

  Registration; Registration of Transfer and Exchange      13   

SECTION 2.5

  Mutilated, Destroyed, Lost or Stolen Notes      15   

SECTION 2.6

  Persons Deemed Owner      16   

SECTION 2.7

  Payment of Principal and Interest; Defaulted Interest.      16   

SECTION 2.8

  Cancellation      17   

SECTION 2.9

  Release of Collateral      17   

SECTION 2.10

  Book Entry Notes      17   

SECTION 2.11

  Notices to Clearing Agency      18   

SECTION 2.12

  Definitive Notes      18   

ARTICLE III Covenants

     19   

SECTION 3.1

  Payment of Principal and Interest      19   

SECTION 3.2

  Maintenance of Office or Agency      19   

SECTION 3.3

  Money for Payments to be Held in Trust      19   

SECTION 3.4

  Existence      21   

SECTION 3.5

  Protection of Trust Estate      21   

SECTION 3.6

  Opinions as to Trust Estate      22   

SECTION 3.7

  Performance of Obligations; Servicing of Receivables      22   

SECTION 3.8

  Negative Covenants      23   

SECTION 3.9

  Annual Statement as to Compliance      24   

SECTION 3.10

  Issuer May Consolidate, Etc. Only on Certain Terms      24   

SECTION 3.11

  Successor or Transferee      26   

SECTION 3.12

  No Other Business      26   

SECTION 3.13

  No Borrowing      27   

SECTION 3.14

  Servicer’s Obligations      27   

SECTION 3.15

  Guarantees, Loans, Advances and Other Liabilities      27   

SECTION 3.16

  Capital Expenditures      27   

SECTION 3.17

  Compliance with Laws      27   

SECTION 3.18

  Restricted Payments      27   

SECTION 3.19

  Notice of Events of Default      27   

SECTION 3.20

  Further Instruments and Acts      28   

SECTION 3.21

  Amendments of Sale and Servicing Agreement and Trust Agreement      28   

SECTION 3.22

  Income Tax Characterization      28   


ARTICLE IV Satisfaction and Discharge

     28   

SECTION 4.1

  Satisfaction and Discharge of Indenture      28   

SECTION 4.2

  Application of Trust Money      29   

SECTION 4.3

  Repayment of Moneys Held by Note Paying Agent      29   

ARTICLE V Remedies

     30   

SECTION 5.1

  Events of Default      30   

SECTION 5.2

  Rights Upon Event of Default      31   

SECTION 5.3

  Collection of Indebtedness and Suits for Enforcement by Trustee      32   

SECTION 5.4

  Remedies      34   

SECTION 5.5

  Optional Preservation of the Receivables      35   

SECTION 5.6

  Priorities      35   

SECTION 5.7

  Limitation of Suits      37   

SECTION 5.8

  Unconditional Rights of Noteholders To Receive Principal and Interest      38   

SECTION 5.9

  Restoration of Rights and Remedies      38   

SECTION 5.10

  Rights and Remedies Cumulative      38   

SECTION 5.11

  Delay or Omission Not a Waiver      38   

SECTION 5.12

  Control by Noteholders      38   

SECTION 5.13

  Waiver of Past Defaults      39   

SECTION 5.14

  Undertaking for Costs      39   

SECTION 5.15

  Waiver of Stay or Extension Laws      40   

SECTION 5.16

  Action on Notes      40   

SECTION 5.17

  Performance and Enforcement of Certain Obligations      40   

ARTICLE VI The Trustee and the Trust Collateral Agent

     41   

SECTION 6.1

  Duties of Trustee      41   

SECTION 6.2

  Rights of Trustee      42   

SECTION 6.3

  Individual Rights of Trustee      45   

SECTION 6.4

  Trustee’s Disclaimer      46   

SECTION 6.5

  Notice of Defaults      46   

SECTION 6.6

  Reports by Trustee to Holders      46   

SECTION 6.7

  Compensation and Indemnity      46   

SECTION 6.8

  Replacement of Trustee      47   

SECTION 6.9

  Successor Trustee by Merger      48   

SECTION 6.10

  Appointment of Co-Trustee or Separate Trustee      49   

SECTION 6.11

  Eligibility: Disqualification      50   

SECTION 6.12

  Preferential Collection of Claims Against Issuer      51   

SECTION 6.13

  Appointment and Powers      51   

SECTION 6.14

  Performance of Duties      51   

SECTION 6.15

  Limitation on Liability      52   

SECTION 6.16

  Reliance Upon Documents      52   

SECTION 6.17

  Successor Trust Collateral Agent      52   

SECTION 6.18

  Compensation      54   

 

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SECTION 6.19

  Representations and Warranties of the Trust Collateral Agent and the Issuer      54   

SECTION 6.20

  Waiver of Setoffs      55   

ARTICLE VII Noteholders’ Lists and Reports

     55   

SECTION 7.1

  Issuer To Furnish To Trustee Names and Addresses of Noteholders      55   

SECTION 7.2

  Preservation of Information; Communications to Noteholders      55   

SECTION 7.3

  Reports by Issuer      56   

SECTION 7.4

  Reports by Trustee      56   

ARTICLE VIII Accounts, Disbursements and Releases

     57   

SECTION 8.1

  Collection of Money      57   

SECTION 8.2

  Release of Trust Estate      57   

SECTION 8.3

  Opinion of Counsel      57   

ARTICLE IX Supplemental Indentures

     58   

SECTION 9.1

  Supplemental Indentures Without Consent of Noteholders      58   

SECTION 9.2

  Supplemental Indentures with Consent of Noteholders      59   

SECTION 9.3

  Execution of Supplemental Indentures      60   

SECTION 9.4

  Effect of Supplemental Indenture      61   

SECTION 9.5

  Conformity With Trust Indenture Act      61   

SECTION 9.6

  Reference in Notes to Supplemental Indentures      61   

ARTICLE X Redemption of Notes

     61   

SECTION 10.1

  Redemption      61   

SECTION 10.2

  Form of Redemption      62   

SECTION 10.3

  Notes Payable on Redemption Date      62   

ARTICLE XI Miscellaneous

     62   

SECTION 11.1

  Compliance Certificates and Opinions, etc.      62   

SECTION 11.2

  Form of Documents Delivered to Trustee      64   

SECTION 11.3

  Acts of Noteholders      65   

SECTION 11.4

  Notices, etc., to Trustee, Issuer and Rating Agencies      65   

SECTION 11.5

  Notices to Noteholders; Waiver      66   

SECTION 11.6

  [Reserved]      67   

SECTION 11.7

  Conflict with Trust Indenture Act      67   

SECTION 11.8

  Effect of Headings and Table of Contents      67   

SECTION 11.9

  Successors and Assigns      67   

SECTION 11.10

  Separability      67   

SECTION 11.11

  Benefits of Indenture      67   

SECTION 11.12

  Legal Holidays      67   

SECTION 11.13

  GOVERNING LAW      67   

SECTION 11.14

  Counterparts      68   

SECTION 11.15

  Recording of Indenture      68   

 

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SECTION 11.16

  Trust Obligation      68   

SECTION 11.17

  No Petition      68   

SECTION 11.18

  Inspection      68   

SECTION 11.19

  Submission to Jurisdiction; Waiver of Jury Trial      69   

SECTION 11.20

  No Partnership or Joint Venture      69   

SECTION 11.21

  Limitation of Liability of the Owner Trustee      69   
EXHIBITS     

EXHIBIT A-1

      Form of Class A-1 Note   

EXHIBIT A-2

      Form of Class A-2-A Note   

EXHIBIT A-3

      Form of Class A-2-B Note   

EXHIBIT A-4

      Form of Class A-3 Note   

EXHIBIT B

      Form of Class B Note   

EXHIBIT C

      Form of Class C Note   

EXHIBIT D

      Form of Class D Note   

EXHIBIT E

      Form of Class E Note   

SCHEDULES

    

SCHEDULE A

  Representations and Warranties of the Issuer   

 

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INDENTURE dated as of January 13, 2015, between AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1, a Delaware statutory trust (the “Issuer”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, as trustee (the “Trustee”) and Trust Collateral Agent (as defined below).

Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Issuer’s Class A-1 0.30000% Asset Backed Notes (the “Class A-1 Notes”), the Class A-2-A 0.77% Asset Backed Notes (the “Class A-2-A Notes”), the Class A-2-B Floating Rate Asset Backed Notes (the “Class A-2-B Notes” and together with the Class A-2-A Notes, the “Class A-2 Notes”), the Class A-3 1.26% Asset Backed Notes (the “Class A-3 Notes”, and together with the Class A-1 Notes and the Class A-2 Notes, the “Class A Notes”), the Class B 1.88% Asset Backed Notes (the “Class B Notes”), the Class C 2.51% Asset Backed Notes (the “Class C Notes”), the Class D 2.95% Asset Backed Notes (the “Class D Notes”) and the Class E 3.54% Asset Backed Notes (the “Class E Notes” and together with the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes, the “Notes”).

As security for the payment and performance by the Issuer of its obligations under this Indenture and the Notes, the Issuer has agreed to assign the Collateral (as defined below) as collateral to the Trust Collateral Agent for the benefit of the Trustee on behalf of the Noteholders.


GRANTING CLAUSE

The Issuer hereby Grants to the Trust Collateral Agent at the Closing Date, for the benefit of the Issuer Secured Parties, all of the Issuer’s right, title and interest in and to the following property, whether now existing or hereafter acquired or arising (a) the Receivables and all moneys received thereon after the Cutoff Date; (b) the security interests in the Financed Vehicles granted by Obligors pursuant to the Receivables and any other interest of the Issuer in the Financed Vehicles; (c) any proceeds with respect to the Receivables repurchased by a Dealer, pursuant to a Dealer Agreement, as a result of a breach of representation or warranty in the related Dealer Agreement; (d) all rights under any Service Contracts on the related Financed Vehicles; (e) any proceeds with respect to the Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Vehicles or Obligors and any proceeds from the liquidation of the Receivables; (f) the Trust Accounts and the Lockbox Account and all funds on deposit from time to time in the Trust Accounts and the Lockbox Account, and in all investments and proceeds thereof and all rights of the Issuer therein (including all income thereon); (g) the Issuer’s rights and benefits, but none of its obligations or burdens, under the Purchase Agreement, including the delivery requirements, representations and warranties and the cure and repurchase obligations of AmeriCredit under the Purchase Agreement; (h) all items contained in the Receivable Files and any and all other documents that AmeriCredit keeps on file in accordance with its customary procedures relating to the Receivables, the Obligors or the Financed Vehicles; (i) the Issuer’s rights and benefits, but none of its obligations or burdens, under the Sale and Servicing Agreement (including all rights of the Seller under the Purchase Agreement assigned to the Issuer pursuant to the Sale and Servicing Agreement); (j) all of the Issuer’s (i) Accounts, (ii) Chattel Paper, (iii) Documents, (iv) Instruments and (v) General Intangibles (as such terms are defined in the UCC) relative to the property described in (a) through (i); and (k) all present and future claims, demands, causes and choses of action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing (collectively, the “Collateral”).

The foregoing Grant is made in trust to the Trust Collateral Agent, for the benefit of the Trustee on behalf of the Noteholders. The Trust Collateral Agent hereby acknowledges such Grant, accepts the trusts under this Indenture in accordance with the provisions of this Indenture and agrees to perform its duties required in this Indenture to the end that the interests of such parties, recognizing the priorities of their respective interests may be adequately and effectively protected.

 

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ARTICLE I

Definitions and Incorporation by Reference

SECTION 1.1 Definitions. Except as otherwise specified herein, the following terms have the respective meanings set forth below for all purposes of this Indenture.

Act” has the meaning specified in Section 11.3(a).

Affiliate” means, with respect to any specified Person, any other Person controlling or controlled by or under common control with such specified Person. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing. A Person shall not be deemed to be an Affiliate of any person solely because such other Person has the contractual right or obligation to manage such Person unless such other Person controls such Person through equity ownership or otherwise.

Authorized Officer” means, with respect to the Issuer and the Servicer, any officer or agent acting pursuant to a power of attorney of the Owner Trustee or the Servicer, as applicable, who is authorized to act for the Owner Trustee or the Servicer, as applicable, in matters relating to the Issuer and who is identified on the list of Authorized Officers delivered by each of the Owner Trustee and the Servicer to the Trustee on the Closing Date (as such list may be modified or supplemented from time to time thereafter).

Basic Documents” means this Indenture, the Certificate of Trust, the Trust Agreement (as amended), the Purchase Agreement, the Sale and Servicing Agreement, the Lockbox Account Agreement, the Lockbox Processing Agreement, the Underwriting Agreement and other documents and certificates delivered in connection therewith.

Benefit Plan Entity” has the meaning specified in Section 2.4.

Benefit Plan Investor” has the meaning specified in Section 2.4.

Book Entry Notes” means a beneficial interest in the Notes, ownership and transfers of which shall be made through book entries by a Clearing Agency as described in Section 2.10.

Business Day” means any day other than a Saturday, a Sunday, legal holiday or other day on which commercial banking institutions located in Wilmington, Delaware, Fort Worth, Texas, New York, New York or any other location of any successor Servicer, successor Owner Trustee or successor Trust Collateral Agent are authorized or obligated by law, executive order or governmental decree to be closed.

Certificate” means a trust certificate evidencing the beneficial interest of a Certificateholder in the Trust.

 

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Certificateholder” means the Person in whose name a Certificate is registered on the Certificate Register.

Certificate of Trust” means the certificate of trust of the Issuer substantially in the form of Exhibit B to the Trust Agreement.

Class A Notes” means the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes.

Class A-1 Interest Rate” means 0.30000% per annum (computed on the basis of a 360-day year and the actual number of days in the related Interest Period).

Class A-1 Notes” means the Class A-1 0.30000% Asset Backed Notes, substantially in the form of Exhibit A-1.

Class A-2 Notes” means the Class A-2-A Notes and the Class A-2-B Notes.

Class A-2-A Interest Rate” means 0.77% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months).

Class A-2-A Notes” means the Class A-2-A 0.77% Asset Backed Notes, substantially in the form of Exhibit A-2.

Class A-2-B Interest Rate” means LIBOR plus 0.42% per annum (computed on the basis of a 360-day year and the actual number of days in the related Interest Period).

Class A-2-B Notes” means the Class A-2-B Floating Rate Asset Backed Notes, substantially in the form of Exhibit A-3.

Class A-3 Interest Rate” means 1.26% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months).

Class A-3 Notes” means the Class A-3 1.26% Asset Backed Notes, substantially in the form of Exhibit A-4.

Class B Interest Rate” means 1.88% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months).

Class B Notes” means the Class 1.88% Asset Backed Notes, substantially in the form of Exhibit B.

Class C Interest Rate” means 2.51% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months).

Class C Notes” means the Class 2.51% Asset Backed Notes, substantially in the form of Exhibit C.

Class D Interest Rate” means 2.95% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months).

 

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Class D Notes” means the Class D 2.95% Asset Backed Notes, substantially in the form of Exhibit D.

Class E Interest Rate” means 3.54% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months).

Class E Notes” means the Class E 3.54% Asset Backed Notes, substantially in the form of Exhibit E.

Clearing Agency” means an organization registered as a “clearing agency” pursuant to Section 17A of the Exchange Act.

Clearing Agency Participant” means a broker, dealer, bank, other financial institution or other Person for whom from time to time a Clearing Agency effects book-entry transfers and pledges of securities deposited with the Clearing Agency.

Closing Date” means January 22, 2015.

Code” means the Internal Revenue Code of 1986, as amended from time to time, and Treasury Regulations promulgated thereunder.

Collateral” has the meaning specified in the Granting Clause of this Indenture.

Controlling Party” means the Trust Collateral Agent, acting on behalf of the Noteholders and solely at the prior written direction of the Majority Noteholders.

Corporate Trust Office” means the principal office of the Trustee at which at any particular time its corporate trust business shall be administered which office at date of the execution of this Indenture is located at (i) solely for purposes of the transfer, surrender, exchange or presentation for final payment of Notes, 2001 Bryan Street, 9th Floor, Dallas, Texas 75201, Attention: Transfer Unit – AmeriCredit 2015-1, and (ii) for all other purposes, 101 Barclay Street, 4 West, New York, New York 10286 (facsimile number (212) 815-3986), Attention: Corporate Trust Administration – AmeriCredit 2015-1, or at such other address as the Trustee may designate from time to time by notice to the Noteholders, the Servicer and the Issuer, or the principal corporate trust office of any successor Trustee (the address of which the successor Trustee will notify the Noteholders and the Issuer).

Default” means any occurrence that is, or with notice or the lapse of time or both would become, an Event of Default.

Definitive Notes” has the meaning specified in Section 2.10.

Distribution Date” has the meaning specified in the Sale and Servicing Agreement.

ERISA” has the meaning specified in Section 2.4.

Event of Default” has the meaning specified in Section 5.1.

 

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Exchange Act” means the Securities Exchange Act of 1934, as amended.

Executive Officer” means, with respect to any corporation, the Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, President, any Executive Vice President, any Senior Vice President, any Vice President, the Secretary or the Treasurer of such corporation; and with respect to any partnership, any general partner thereof.

Final Scheduled Distribution Date” means with respect to (i) the Class A-1 Notes, the January 8, 2016 Distribution Date, (ii) the Class A-2-A Notes, the April 9, 2018 Distribution Date, (iii) the Class A-2-B Notes, the April 9, 2018 Distribution Date, (iv) the Class A-3 Notes, the November 8, 2019 Distribution Date, (v) the Class B Notes, the March 9, 2020 Distribution Date, (vi) the Class C Notes, the January 8, 2021 Distribution Date, (vii) the Class D Notes, the February 8, 2021 Distribution Date and (viii) the Class E Notes, the June 8, 2022 Distribution Date.

Grant” means mortgage, pledge, bargain, warrant, alienate, remise, release, convey, assign, transfer, create, grant a lien upon and a security interest in and right of set-off against, deposit, set over and confirm pursuant to this Indenture. A Grant of the Collateral or of any other agreement or instrument shall include all rights, powers and options (but none of the obligations) of the Granting party thereunder, including the immediate and continuing right to claim for, collect, receive and give receipt for principal and interest payments in respect of the Collateral and all other moneys payable thereunder, to give and receive notices and other communications, to make waivers or other agreements, to exercise all rights and options, to bring proceedings in the name of the Granting party or otherwise and generally to do and receive anything that the Granting party is or may be entitled to do or receive thereunder or with respect thereto.

Holder” or “Noteholder” means the Person in whose name a Note is registered on the Note Register.

Indebtedness” means, with respect to any Person at any time, (a) indebtedness or liability of such Person for borrowed money whether or not evidenced by bonds, debentures, notes or other instruments, or for the deferred purchase price of property or services (including trade obligations); (b) obligations of such Person as lessee under leases which should have been or should be, in accordance with generally accepted accounting principles, recorded as capital leases; (c) current liabilities of such Person in respect of unfunded vested benefits under plans covered by Title IV of ERISA; (d) obligations issued for or liabilities incurred on the account of such Person; (e) obligations or liabilities of such Person arising under acceptance facilities; (f) obligations of such Person under any guarantees, endorsements (other than for collection or deposit in the ordinary course of business) and other contingent obligations to purchase, to provide funds for payment, to supply funds to invest in any Person or otherwise to assure a creditor against loss; (g) obligations of such Person secured by any lien on property or assets of such Person, whether or not the obligations have been assumed by such Person; or (h) obligations of such Person under any interest rate or currency exchange agreement.

Indenture” means this Indenture as amended and supplemented from time to time.

 

6


Independent” means, when used with respect to any specified Person, that the Person (a) is in fact independent of the Issuer, any other obligor upon the Notes, the Seller and any Affiliate of any of the foregoing Persons, (b) does not have any direct financial interest or any material indirect financial interest in the Issuer, any such other obligor, the Seller or any Affiliate of any of the foregoing Persons and (c) is not connected with the Issuer, any such other obligor, the Seller or any Affiliate of any of the foregoing Persons as an officer, employee, promoter, underwriter, trustee, partner, director or Person performing similar functions.

Independent Certificate” means a certificate or opinion to be delivered to the Trust Collateral Agent under the circumstances described in, and otherwise complying with, the applicable requirements of Section 11.1, prepared by an Independent appraiser or other expert appointed by an Issuer Order and approved by the Trust Collateral Agent in the exercise of reasonable care, and such opinion or certificate shall state that the signer has read the definition of “Independent” in this Indenture and that the signer is Independent within the meaning thereof.

Interest Rate” means, with respect to the (i) Class A-1 Notes, the Class A-1 Interest Rate, (ii) Class A-2-A Notes, the Class A-2-A Interest Rate, (iii) Class A-2-B Notes, the Class A-2-B Interest Rate, (iv) Class A-3 Notes, the Class A-3 Interest Rate, (v) Class B Notes, the Class B Interest Rate, (vi) Class C Notes, the Class C Interest Rate, (vii) Class D Notes, the Class D Interest Rate and (viii) Class E Notes, the Class E Interest Rate.

Issuer” means the party named as such in this Indenture until a successor replaces it and, thereafter, means the successor and, for purposes of any provision contained herein and required by the TIA, each other obligor on the Notes.

Issuer Order” and “Issuer Request” means a written order or request signed in the name of the Issuer by any one of its Authorized Officers and delivered to the Trustee, the Trust Collateral Agent or the Note Paying Agent.

Issuer Secured Parties” means the Trustee in respect of the Trustee Issuer Secured Obligations.

Majority Noteholders” means the Holders of Notes representing a majority of the principal balance of the most senior Class of Notes then outstanding; provided, that neither Holders of Notes who are employees or Affiliates of the Issuer, the Seller, the Servicer or General Motors Financial Company, Inc. nor the Notes held by such Holders shall be counted when calculating such majority of the related principal balance.

Note” means a Class A-1 Note, a Class A-2 Note, a Class A-3 Note, a Class B Note, a Class C Note, a Class D Note or a Class E Note.

Note Owner” means, with respect to a Book Entry Note, the person who is the owner of such Book Entry Note, as reflected on the books of the Clearing Agency, or on the books of a Person maintaining an account with such Clearing Agency (directly as a Clearing Agency Participant or as an indirect participant, in each case in accordance with the rules of such Clearing Agency).

 

7


Note Paying Agent” means the Trustee or any other Person that meets the eligibility standards for the Trustee specified in Section 6.11 and is authorized by the Issuer to make the payments to and distributions from the Collection Account and the Note Distribution Account, including payment of principal of or interest on the Notes on behalf of the Issuer.

Note Register” and “Note Registrar” have the respective meanings specified in Section 2.4.

Notice of Default” has the meaning set forth in Section 5.1 hereof.

Officer’s Certificate” means a certificate signed by any Authorized Officer of the Issuer, under the circumstances described in, and otherwise complying with, the applicable requirements of Section 11.1 and TIA § 314, and delivered to the Trustee or the Trust Collateral Agent. Unless otherwise specified, any reference in this Indenture to an Officer’s Certificate shall be to an Officer’s Certificate of any Authorized Officer of the Issuer.

Opinion of Counsel” means one or more written opinions of counsel who may, except as otherwise expressly provided in this Indenture, be employees of or counsel to the Issuer and who shall be satisfactory to the Trustee, and which shall comply with any applicable requirements of Section 11.1, and shall be in form and substance satisfactory to the Trustee.

Outstanding” means, as of the date of determination, all Notes theretofore authenticated and delivered under this Indenture except:

(i) Notes theretofore canceled by the Note Registrar or delivered to the Note Registrar for cancellation;

(ii) Notes or portions thereof the payment for which money in the necessary amount has been theretofore deposited with the Trustee or any Note Paying Agent in trust for the Noteholders (provided, however, that if such Notes are to be redeemed, notice of such redemption has been duly given pursuant to this Indenture or provision therefor, satisfactory to the Trustee); and

(iii) Notes in exchange for or in lieu of other Notes which have been authenticated and delivered pursuant to this Indenture unless proof satisfactory to the Trustee is presented that any such Notes are held by a bona fide purchaser;

provided, however, that in determining whether the Holders of the requisite Outstanding Amount of the Notes have given any request, demand, authorization, direction, notice, consent or waiver hereunder or under any Basic Document, Notes owned by the Issuer, any other obligor upon the Notes, the Seller or any Affiliate of any of the foregoing Persons shall be disregarded and deemed not to be Outstanding, except that, in determining whether the Trustee or the Trust Collateral Agent, as applicable, shall be protected in relying upon any such request, demand, authorization, direction, notice, consent or waiver, only Notes that a Responsible Officer of the Trustee or the Trust Collateral Agent, as applicable, either actually knows to be so owned or has received written notice thereof shall be so disregarded. Notes so owned that have been pledged in good faith may be regarded as Outstanding if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right so to act with respect to such Notes and that the pledgee is not the Issuer, any other obligor upon the Notes, the Seller or any Affiliate of any of the foregoing Persons.

 

8


Outstanding Amount” means the aggregate principal amount of all Notes, or class of Notes, as applicable, Outstanding at the date of determination.

Predecessor Note” means, with respect to any particular Note, every previous Note evidencing all or a portion of the same debt as that evidenced by such particular Note; and, for the purpose of this definition, any Note authenticated and delivered under Section 2.5 in lieu of a mutilated, lost, destroyed or stolen Note shall be deemed to evidence the same debt as the mutilated, lost, destroyed or stolen Note.

Proceeding” means any suit in equity, action at law or other judicial or administrative proceeding.

Prohibited Transaction Class Exemption” means U.S. Department of Labor prohibited transaction class exemption 84-14, 90-1, 91-38, 95-60 or 96-23, or any similar prohibited transaction class exemption issued by the U.S. Department of Labor.

Rating Agency” means each of DBRS and Moody’s so long as such Persons maintain a rating on the Notes; and if any of DBRS or Moody’s no longer maintains a rating on the Notes, such other nationally recognized statistical rating organization engaged by the Seller.

Rating Agency Condition” means, with respect to any action, that each of DBRS and Moody’s shall have been given 10 days’ (or such shorter period as shall be acceptable to each Rating Agency) prior notice thereof by AmeriCredit and that such Rating Agency has notified the Seller, the Servicer, the Owner Trustee and the Trust Collateral Agent (or the Trustee, as applicable) in writing that such action will not result in a reduction or withdrawal of the then current rating of any Class of Notes.

Record Date” means, with respect to a Distribution Date or Redemption Date, the close of business on the Business Day immediately preceding such Distribution Date or Redemption Date, unless otherwise specified in this Indenture.

Redemption Date” means in the case of a redemption of the Notes pursuant to Section 10.1(a) or a payment to Noteholders pursuant to Section 10.1(b), the Distribution Date specified by the Servicer or the Issuer pursuant to Section 10.1(a) or 10.1(b) as applicable.

Redemption Price” means (a) in the case of a redemption of the Notes pursuant to Section 10.1(a), an amount equal to the unpaid principal amount of the then outstanding principal amount of each class of Notes being redeemed plus accrued and unpaid interest thereon to but excluding the Redemption Date, or (b) in the case of a payment made to Noteholders pursuant to Section 10.1(b), the amount on deposit in the Note Distribution Account, but not in excess of the amount specified in clause (a) above.

Responsible Officer” means, with respect to the Trustee or the Trust Collateral Agent, any officer within the Corporate Trust Office of the Trustee, including any Executive Vice President, Senior Vice President, Vice President, Assistant Vice President, Assistant

 

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Treasurer, Assistant Secretary, or any other officer of the Trustee or the Trust Collateral Agent customarily performing functions similar to those performed by any of the above designated officers and also, with respect to a particular matter, any other officer to whom such matter is referred because of such officer’s knowledge of and familiarity with the particular subject, in each case having direct responsibility for the administration of this Indenture.

Sale and Servicing Agreement” means the Sale and Servicing Agreement, dated as of January 13, 2015, among the Issuer, the Seller, the Servicer and the Trust Collateral Agent, as the same may be amended or supplemented from time to time.

Schedule of Representations” means the Schedule of Representations and Warranties attached hereto as Schedule A.

Similar Law” has the meaning specified in Section 2.4.

STAMP” has the meaning specified in Section 2.4.

State” means any one of the 50 states of the United States of America or the District of Columbia.

Statutory Exemption” means the statutory exemption under Section 408(b)(17) of ERISA and Section 4975(d)(20) of the Code.

Termination Date” means the date on which the Trustee shall have received payment and performance of all Trustee Issuer Secured Obligations.

Trust Collateral Agent” means, initially, The Bank of New York Mellon, a New York banking corporation, in its capacity as collateral agent on behalf of the Issuer Secured Parties, including its successors-in-interest, until and unless a successor Person shall have become the Trust Collateral Agent pursuant to Section 6.17 hereof, and thereafter “Trust Collateral Agent” shall mean such successor Person.

Trust Estate” means all money, instruments, rights and other property that are subject or intended to be subject to the lien and security interest of this Indenture for the benefit of the Noteholders (including all property and interests Granted to the Trust Collateral Agent), including all proceeds thereof.

Trust Indenture Act” or “TIA” means the Trust Indenture Act of 1939, as amended and as in force on the date hereof, unless otherwise specifically provided.

Trustee” means The Bank of New York Mellon, a New York banking corporation, not in its individual capacity but as trustee under this Indenture, or any successor trustee under this Indenture.

Trustee Issuer Secured Obligations” means all amounts and obligations which the Issuer may at any time owe to or on behalf of the Trustee or the Trust Collateral Agent for the benefit of the Noteholders under this Indenture, the Notes or any Basic Document.

 

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UCC” means, unless the context otherwise requires, the Uniform Commercial Code, as in effect in the relevant jurisdiction, as amended from time to time.

Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to them in the Sale and Servicing Agreement or the Trust Agreement.

SECTION 1.2 Incorporation by Reference of Trust Indenture Act. Whenever this Indenture refers to a provision of the TIA, the provision is incorporated by reference in and made a part of this Indenture. The following TIA terms used in this Indenture have the following meanings:

Commission” means the Securities and Exchange Commission.

indenture securities” means the Notes.

indenture security holder” means a Noteholder.

indenture to be qualified” means this Indenture.

indenture trustee” or “institutional trustee” means the Trustee.

obligor” on the indenture securities means the Issuer.

All other TIA terms used in this Indenture that are defined by the TIA, defined by TIA reference to another statute or defined by Commission rule have the meaning assigned to them by such definitions.

SECTION 1.3 Rules of Construction. Unless the context otherwise requires:

(i) a term has the meaning assigned to it;

(ii) an accounting term not otherwise defined has the meaning assigned to it in accordance with generally accepted accounting principles as in effect from time to time;

(iii) “or” is not exclusive;

(iv) “including” means including without limitation; and

(v) words in the singular include the plural and words in the plural include the singular.

ARTICLE II

The Notes

SECTION 2.1 Form. The Class A-1 Notes, the Class A-2-A Notes, the Class A-2-B Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes, in each case together with the Trustee’s certificate of authentication, shall be in substantially the forms set forth in Exhibits A-1, A-2, A-3, A-4, B, C, D and E, respectively,

 

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with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have such letters, numbers or other marks of identification and such legends or endorsements placed thereon as may, consistently herewith, be determined by the officers executing such Notes, as evidenced by their execution of the Notes. Any portion of the text of any Note may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Note.

The Definitive Notes shall be typewritten, printed, lithographed or engraved or produced by any combination of these methods (with or without steel engraved borders), all as determined by the officers executing such Notes, as evidenced by their execution of such Notes.

Each Note shall be dated the date of its authentication. The terms of the Notes set forth in Exhibits A-1, A-2, A-3, A-4, B, C, D and E are part of the terms of this Indenture.

SECTION 2.2 Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile.

Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes.

The Trustee shall, upon receipt of the Issuer Order, authenticate and deliver Class A-1 Notes for original issue in an aggregate principal amount of $156,000,000, Class A-2-A Notes for original issue in the aggregate principal amount of $100,000,000, Class A-2-B Notes for original issue in the aggregate principal amount of $235,000,000, Class A-3 Notes for original issue in an aggregate principal amount of $292,390,000, Class B Notes for original issue in an aggregate principal amount of $84,390,000, Class C Notes for original issue in an aggregate principal amount of $104,760,000, Class D Notes for original issue in an aggregate principal amount of $103,020,000 and Class E Notes for original issue in an aggregate principal amount of $24,440,000. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes outstanding at any time may not exceed such amounts except as provided in Section 2.5.

The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes, Class C Notes and the Class D Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof (except for one Note of each class which may be issued in a denomination other than an integral multiple of $1,000) and the Class E Notes shall be issuable as registered Notes in the minimum denomination of $100,000 and in integral multiples of $10,000 (except for one Note of the class which may be issued in a denomination other than an integral multiple of $10,000).

No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

 

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SECTION 2.3 Temporary Notes. Pending the preparation of Definitive Notes, the Issuer may execute, and upon receipt of an Issuer Order the Trustee shall authenticate and deliver, temporary Notes which are printed, lithographed, typewritten, mimeographed or otherwise produced, of the tenor of the Definitive Notes in lieu of which they are issued and with such variations not inconsistent with the terms of this Indenture as the officers executing such Notes may determine, as evidenced by their execution of such Notes.

If temporary Notes are issued, the Issuer will cause Definitive Notes to be prepared without unreasonable delay. After the preparation of Definitive Notes, the temporary Notes shall be exchangeable for Definitive Notes upon surrender of the temporary Notes at the office or agency of the Issuer to be maintained as provided in Section 3.2, without charge to the Noteholder. Upon surrender for cancellation of any one or more temporary Notes, the Issuer shall execute and the Trustee shall authenticate and deliver in exchange therefor a like principal amount of Definitive Notes of authorized denominations. Until so exchanged, the temporary Notes shall in all respects be entitled to the same benefits under this Indenture as Definitive Notes.

SECTION 2.4 Registration; Registration of Transfer and Exchange. The Issuer shall cause to be kept a register (the “Note Register”) in which, subject to such reasonable regulations as it may prescribe, the Issuer shall provide for the registration of Notes and the registration of transfers of Notes. The Trustee shall be “Note Registrar” for the purpose of registering Notes and transfers of Notes as herein provided. Upon any resignation of any Note Registrar, the Issuer shall promptly appoint a successor or, if it elects not to make such an appointment, assume the duties of Note Registrar.

If a Person other than the Trustee is appointed by the Issuer as Note Registrar, the Issuer will give the Trustee prompt written notice of the appointment of such Note Registrar and of the location, and any change in the location, of the Note Register, and the Trustee shall have the right to inspect the Note Register at all reasonable times and to obtain copies thereof, and the Trustee shall have the right to conclusively rely upon a certificate executed on behalf of the Note Registrar by an Executive Officer thereof as to the names and addresses of the Noteholders of the Notes and the principal amounts and number of such Notes.

Subject to Sections 2.10 and 2.12 hereof, upon surrender for registration of transfer of any Note at the office or agency of the Issuer to be maintained as provided in Section 3.2, if the requirements of Section 8-401(1) of the UCC are met the Issuer shall execute and upon its request the Trustee shall authenticate and the Noteholder shall obtain from the Trustee, in the name of the designated transferee or transferees, one or more new Notes, in any authorized denominations, of the same class and a like aggregate principal amount.

At the option of the Noteholder, Notes may be exchanged for other Notes in any authorized denominations, of the same class and a like aggregate principal amount, upon surrender of the Notes to be exchanged at such office or agency. Whenever any Notes are so surrendered for exchange, subject to Sections 2.10 and 2.12 hereof, if the requirements of Section 8-401(1) of the UCC are met the Issuer shall execute and upon its request the Trustee shall authenticate and the Noteholder shall obtain from the Trustee, the Notes which the Noteholder making the exchange is entitled to receive.

 

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All Notes issued upon any registration of transfer or exchange of Notes shall be the valid obligations of the Issuer, evidencing the same debt, and entitled to the same benefits under this Indenture, as the Notes surrendered upon such registration of transfer or exchange.

Every Note presented or surrendered for registration of transfer or exchange shall be (i) duly endorsed by, or be accompanied by a written instrument of transfer in the forms attached to Exhibits A-1, A-2, A-3, A-4, B, C, D and E duly executed by, the Holder thereof or such Holder’s attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require.

Notwithstanding the foregoing, in the case of any sale or other transfer of a Class A Note, Class B Note or Class C Note that is a Definitive Note, the prospective transferee of such Definitive Note shall be required to represent and warrant in writing to the Note Registrar that it is not, and is not acting on behalf of or investing the assets of, (a) an “employee benefit plan” (as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)), that is subject to the fiduciary responsibility provisions of Title I of ERISA, (b) a “plan” (as defined in section 4975(e)(1) of the Code), that is subject to Section 4975 of the Code, (c) an entity whose underlying assets are deemed to be assets of an employee benefit plan or a plan described in (a) or (b) above by reason of such employee benefit plan’s or plan’s investment in the entity (collectively, a “Benefit Plan Investor”) or (d) an employee benefit plan, a plan or other similar arrangement that is not a Benefit Plan Investor but is subject to federal, state, local or non-U.S. laws or regulations substantially similar to the fiduciary responsibility provisions of Title I of ERISA or Section 4975 of the Code (“Similar Law”), unless such purchaser’s or transferee’s acquisition, holding and disposition of such Definitive Note will not constitute or result in a non-exempt prohibited transaction under Section 406 of ERISA, Section 4975 of the Code or a non-exempt violation of any Similar Law (each of (a) – (d), a “Benefit Plan Entity”). Each transferee that is a Benefit Plan Entity of a Class A Note, Class B Note or Class C Note that is a Book Entry Note shall be deemed to represent that its acquisition, holding and disposition of the Book Entry Note is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law).

Notwithstanding the foregoing, in the case of any sale or other transfer of a Class D Note or a Class E Note that is a Definitive Note, the transferee of such Definitive Note shall be required to represent and warrant in writing to the Note Registrar that it is not, and is not acting on behalf of or investing the assets of a Benefit Plan Entity. Each transferee of a Class D Note or a Class E Note that is a Book Entry Note shall be deemed to represent that it is not and is not acting on behalf of or investing the assets of a Benefit Plan Entity.

 

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No service charge shall be made to a Noteholder for any registration of transfer or exchange of Notes, but the Note Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer or exchange of Notes, other than exchanges pursuant to Section 2.3 or 9.6 not involving any transfer.

The preceding provisions of this section notwithstanding, the Issuer shall not be required to make and the Note Registrar shall not register transfers or exchanges of Notes selected for redemption or of any Note for a period of 15 days preceding the due date for any payment with respect to the Note.

SECTION 2.5 Mutilated, Destroyed, Lost or Stolen Notes. If (i) any mutilated Note is surrendered to the Trustee, or the Trustee receives evidence to its satisfaction of the destruction, loss or theft of any Note, and (ii) there is delivered to the Trustee such security or indemnity as may be required by it to hold the Issuer, the Trust Collateral Agent and the Trustee harmless, then, in the absence of notice to the Issuer, the Note Registrar or the Trustee that such Note has been acquired by a bona fide purchaser, and provided that the requirements of Section 8-405 of the UCC are met, the Issuer shall execute and upon its request the Trustee shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Note, a replacement Note; provided, however, that if any such destroyed, lost or stolen Note, but not a mutilated Note, shall have become or within seven days shall be due and payable, or shall have been called for redemption, instead of issuing a replacement Note, the Issuer may direct the Trustee, in writing, to pay such destroyed, lost or stolen Note when so due or payable or upon the Redemption Date, without surrender thereof. If, after the delivery of such replacement Note or payment of a destroyed, lost or stolen Note pursuant to the proviso to the preceding sentence, a bona fide purchaser of the original Note in lieu of which such replacement Note was issued presents for payment such original Note, the Issuer and the Trustee shall be entitled to recover such replacement Note (or such payment) from the Person to whom it was delivered or any Person taking such replacement Note from such Person to whom such replacement Note was delivered or any assignee of such Person, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Issuer or the Trustee in connection therewith.

Upon the issuance of any replacement Note under this Section, the Issuer may require the payment by the Holder of such Note of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the fees and expenses of the Trustee) connected therewith.

Every replacement Note issued pursuant to this Section in replacement of any mutilated, destroyed, lost or stolen Note shall constitute an original additional contractual obligation of the Issuer, whether or not the mutilated, destroyed, lost or stolen Note shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Notes duly issued hereunder.

The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, destroyed, lost or stolen Notes.

 

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SECTION 2.6 Persons Deemed Owner. Prior to due presentment for registration of transfer of any Note, the Issuer, the Trustee, the Trust Collateral Agent and any agent of the Issuer, the Trustee or the Trust Collateral Agent may treat the Person in whose name any Note is registered (as of the Record Date) as the owner of such Note for the purpose of receiving payments of principal of and interest, if any on such Note and for all other purposes whatsoever, whether or not such Note be overdue, and none of the Issuer, the Trustee, the Trust Collateral Agent nor any agent of the Issuer, the Trustee or the Trust Collateral Agent shall be affected by notice to the contrary.

SECTION 2.7 Payment of Principal and Interest; Defaulted Interest.

(a) The Notes shall accrue interest as provided in the forms of the Class A-1 Note, the Class A-2-A Note, the Class A-2-B Note, the Class A-3 Note, the Class B Note, the Class C Note, the Class D Note and the Class E Note set forth in Exhibits A-1, A-2, A-3, A-4, B, C, D and E, respectively, and such interest shall be due and payable on each Distribution Date, as specified therein. Any installment of interest or principal, if any, payable on any Note which is punctually paid or duly provided for by the Issuer on the applicable Distribution Date, shall be paid to the Person in whose name such Note (or one or more Predecessor Notes) is registered on the Record Date, by check mailed first-class, postage prepaid, to such Person’s address as it appears on the Note Register on such Record Date, except that, unless Definitive Notes have been issued pursuant to Section 2.12, with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payment will be made by wire transfer in immediately available funds to the account designated by such nominee and except for the final installment of principal payable with respect to such Note on a Distribution Date or on the Final Scheduled Distribution Date (and except for the Redemption Price for any Note called for redemption pursuant to Section 10.1(a)) which shall be payable as provided below. The funds represented by any such checks returned undelivered shall be held in accordance with Section 3.3.

(b) The principal of each Note shall be payable in installments on each Distribution Date as provided in the forms of the Class A-1 Note, the Class A-2-A Note, the Class A-2-B Note, the Class A-3 Note, the Class B Note, the Class C Note, the Class D Note and the Class E Note, set forth in Exhibits A-1, A-2, A-3, A-4, B, C, D and E, respectively. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable, if not previously paid, on the date on which an Event of Default shall have occurred and be continuing, if the Trustee or the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in Section 5.2. All principal payments on each class of Notes shall be made pro rata to the Noteholders of such class entitled thereto. Upon written notice from the Issuer, the Trustee shall notify the Person in whose name a Note is registered at the close of business on the Record Date preceding the Distribution Date on which the Issuer expects that the final installment of principal of and interest on such Note will be paid. Such notice shall be mailed or transmitted by facsimile prior to such final Distribution Date and shall specify that such final installment will be payable only upon presentation and surrender of such Note and shall specify the place where such Note may be presented and surrendered for payment of such installment. Notices in connection with redemptions of Notes shall be mailed to Noteholders as provided in Section 10.2.

 

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(c) If the Issuer defaults in a payment of interest on the Notes, and such default is waived by the Controlling Party, acting at the direction of the Majority Noteholders, the Issuer shall pay defaulted interest (plus interest on such defaulted interest to the extent lawful) at the applicable Interest Rate in any lawful manner. The Issuer may pay such defaulted interest to the Persons who are Noteholders on the immediately following Distribution Date, and, if such amount is not paid on such following Distribution Date, then on a subsequent special record date, which date shall be at least five Business Days prior to the payment date. The Issuer shall fix or cause to be fixed any such special record date and payment date, and, at least 15 days before any such special record date, the Issuer shall mail to each Noteholder and the Trustee a notice that states the special record date, the payment date and the amount of defaulted interest to be paid.

SECTION 2.8 Cancellation. All Notes surrendered for payment, registration of transfer, exchange or redemption shall, if surrendered to any Person other than the Trustee, be delivered to the Trustee and shall be promptly canceled by the Trustee. The Issuer may at any time deliver to the Trustee for cancellation any Notes previously authenticated and delivered hereunder which the Issuer may have acquired in any manner whatsoever, and all Notes so delivered shall be promptly canceled by the Trustee. No Notes shall be authenticated in lieu of or in exchange for any Notes canceled as provided in this Section, except as expressly permitted by this Indenture. All canceled Notes may be held or disposed of by the Trustee in accordance with its standard retention or disposal policy as in effect at the time unless the Issuer shall timely direct by an Issuer Order that they be destroyed or returned to it; provided that such Issuer Order is timely and the Notes have not been previously disposed of by the Trustee.

SECTION 2.9 Release of Collateral. The Trust Collateral Agent shall, on the earlier of (i) the Termination Date or (ii) the Redemption Date (if the Notes are redeemed in full on such date), in either such case, so long as any amounts due to the Trustee or the Trust Collateral Agent pursuant to the Basic Documents have been paid in full, execute such documents as are reasonably provided to it by the Seller (which documents shall be prepared at the Seller’s expense) in order to release any remaining portion of the Trust Estate from the lien created by this Indenture and deposit in the Collection Account any funds then on deposit in any other Trust Account.

SECTION 2.10 Book Entry Notes. The Class A Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes, upon original issuance, will be issued in the form of typewritten Notes representing the Book Entry Notes, to be delivered to The Depository Trust Company, the initial Clearing Agency, by, or on behalf of, the Issuer. Such Notes shall initially be registered on the Note Register in the name of Cede & Co., the nominee of the initial Clearing Agency, and no Note Owner will receive a Definitive Note representing such Note Owner’s interest in such Note, except as provided in Section 2.12. Unless and until definitive, fully registered Notes (the “Definitive Notes”) have been issued to Note Owners pursuant to Section 2.12:

(i) the provisions of this Section shall be in full force and effect;

 

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(ii) the Note Registrar and the Trustee shall be entitled to deal with the Clearing Agency for all purposes of this Indenture (including the payment of principal of and interest on the Notes and the giving of instructions or directions hereunder) as the sole Holder of the Notes, and shall have no obligation to the Note Owners;

(iii) to the extent that the provisions of this Section conflict with any other provisions of this Indenture, the provisions of this Section shall control;

(iv) the rights of Note Owners shall be exercised only through the Clearing Agency and shall be limited to those established by law and agreements between such Note Owners and the Clearing Agency and/or the Clearing Agency Participants. Unless and until Definitive Notes are issued pursuant to Section 2.12, the initial Clearing Agency will make book-entry transfers among the Clearing Agency Participants and receive and transmit payments of principal of and interest on the Notes to such Clearing Agency Participants;

(v) whenever this Indenture requires or permits actions to be taken based upon instructions or directions of Noteholders evidencing a specified percentage of the Outstanding Amount of the Notes, the Clearing Agency shall be deemed to represent such percentage only to the extent that it has received instructions to such effect from Note Owners and/or Clearing Agency Participants owning or representing, respectively, such required percentage of the beneficial interest in the Notes and has delivered such instructions to the Trustee; and

(vi) Note Owners may receive copies of any reports sent to Noteholders pursuant to this Indenture, upon written request, together with a certification that they are Note Owners and payment of reproduction and postage expenses associated with the distribution of such reports, from the Trustee at the Corporate Trust Office.

SECTION 2.11 Notices to Clearing Agency. Whenever a notice or other communication to the Noteholders is required under this Indenture, unless and until Definitive Notes shall have been issued to Note Owners pursuant to Section 2.12, the Trustee shall give all such notices and communications specified herein to be given to the Noteholders to the Clearing Agency, and shall have no obligation to the Note Owners.

SECTION 2.12 Definitive Notes. If (i) the Servicer advises the Trustee in writing that the Clearing Agency is no longer willing or able to properly discharge its responsibilities with respect to the Notes representing the Book Entry Notes, and the Servicer is unable to locate a qualified successor or (ii) after the occurrence of an Event of Default, the Majority Noteholders advise the Trustee through the Clearing Agency in writing that the continuation of a book-entry system through the Clearing Agency is no longer in the best interests of the Note Owners, then the Clearing Agency shall notify all Note Owners and the Trustee of the occurrence of any such event and of the availability of Definitive Notes to Note Owners requesting the same. Upon surrender to the Trustee of the typewritten Note or Notes representing the Book Entry Notes by the Clearing Agency, accompanied by registration instructions, the Issuer shall execute and the Trustee shall authenticate the Definitive Notes in accordance with the instructions of the Clearing Agency. Additionally, the Holder of a Class D

 

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Note or a Class E Note who is not eligible to hold such Class D Note or Class E Note, as applicable, through the Clearing Agency may instruct the Trustee to issue a Definitive Note in accordance with Section 2.4 hereof. None of the Issuer, the Note Registrar or the Trustee shall be liable for any delay in delivery of such instructions and may conclusively rely on, and shall be fully protected in relying on, such instructions. Upon the issuance of Definitive Notes, the Trustee and the Trust Collateral Agent shall recognize the Holders of the Definitive Notes as Noteholders.

ARTICLE III

Covenants

SECTION 3.1 Payment of Principal and Interest. The Issuer will duly and punctually pay the principal of and interest on the Notes in accordance with the terms of the Notes and this Indenture. Without limiting the foregoing, the Issuer will cause to be distributed all amounts on deposit in the Note Distribution Account on a Distribution Date deposited therein pursuant to the Sale and Servicing Agreement (i) for the benefit of the Class A-l Notes, to Class A-1 Noteholders, (ii) for the benefit of the Class A-2 Notes, to Class A-2 Noteholders, (iii) for the benefit of the Class A-3 Notes, to Class A-3 Noteholders, (iv) for the benefit of the Class B Notes, to the Class B Noteholders, (v) for the benefit of the Class C Notes, to the Class C Noteholders, (vi) for the benefit of the Class D Notes, to the Class D Noteholders, and (vii) for the benefit of the Class E Notes, to the Class E Noteholders. Amounts properly withheld under the Code by any Person from a payment to any Noteholder of interest and/or principal shall be considered as having been paid by the Issuer to such Noteholder for all purposes of this Indenture.

SECTION 3.2 Maintenance of Office or Agency. The Issuer will maintain in Dallas, Texas, an office or agency where Notes may be surrendered for registration of transfer or exchange, and an office in New York, New York where notices and demands to or upon the Issuer in respect of the Notes and this Indenture may be served. The Issuer hereby initially appoints the Trustee to serve as its agent for the foregoing purposes. The Issuer will give prompt written notice to the Trustee of the location, and of any change in the location, of any such office or agency. If at any time the Issuer shall fail to maintain any such office or agency or shall fail to furnish the Trustee with the address thereof, such surrenders, notices and demands may be made or served at the Corporate Trust Office, and the Issuer hereby appoints the Trustee as its agent to receive all such surrenders, notices and demands.

SECTION 3.3 Money for Payments to be Held in Trust. On or before each Distribution Date and Redemption Date, the Issuer shall deposit or cause to be deposited in the Note Distribution Account from the Collection Account an aggregate sum sufficient to pay the amounts then becoming due under the Notes, such sum to be held in trust for the benefit of the Persons entitled thereto and (unless the Note Paying Agent is the Trustee) shall promptly notify the Trustee of its action or failure so to act.

The Issuer will cause each Note Paying Agent other than the Trustee or the Trust Collateral Agent to execute and deliver to the Trustee an instrument in which such Note Paying Agent shall agree with the Trustee (and if the Trustee or the Trust Collateral Agent acts as Note Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Note Paying Agent will:

 

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(i) hold all sums held by it for the payment of amounts due with respect to the Notes in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided;

(ii) give the Trustee (unless it is the same entity) written notice of any default by the Issuer (or any other obligor upon the Notes) of which it has actual knowledge in the making of any payment required to be made with respect to the Notes;

(iii) at any time during the continuance of any such default, upon the written request of the Trustee, forthwith pay to the Trustee all sums so held in trust by such Note Paying Agent;

(iv) immediately resign as a Note Paying Agent and forthwith pay to the Trustee all sums held by it in trust for the payment of Notes if at any time it ceases to meet the standards required to be met by a Note Paying Agent at the time of its appointment; and

(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Notes of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

The Issuer may at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture or for any other purpose, by Issuer Order direct any Note Paying Agent to pay to the Trustee all sums held in trust by such Note Paying Agent, such sums to be held by the Trustee upon the same trusts as those upon which the sums were held by such Note Paying Agent; and upon such a payment by any Note Paying Agent to the Trustee, such Note Paying Agent shall be released from all further liability with respect to such money.

Subject to applicable laws with respect to the escheat of funds, any money held by the Trustee, the Trust Collateral Agent or any Note Paying Agent in trust for the payment of any amount due with respect to any Note and remaining unclaimed for two years after such amount has become due and payable shall be discharged from such trust and be paid to the Issuer on Issuer Request and shall be deposited by the Trustee in the Collection Account; and the Holder of such Note shall thereafter, as an unsecured general creditor, look only to the Issuer for payment thereof (but only to the extent of the amounts so paid to the Issuer), and all liability of the Trustee, the Trust Collateral Agent or such Note Paying Agent with respect to such trust money shall thereupon cease; provided, however, that the Trustee, the Trust Collateral Agent or such Note Paying Agent, before being required to make any such repayment, shall at the expense of the Issuer cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in New York, New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money

 

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then remaining will be repaid to the Issuer. The Trustee or the Trust Collateral Agent shall also adopt and employ, at the expense of the Issuer, any other reasonable means of notification of such repayment it chooses, if any (including, but not limited to, mailing notice of such repayment to Holders whose Notes have been called but have not been surrendered for redemption or whose right to or interest in moneys due and payable but not claimed is determinable from the records of the Trustee or of any Note Paying Agent, at the last address of record for each such Holder).

SECTION 3.4 Existence. Except as otherwise permitted by the provisions of Section 3.10, the Issuer will keep in full effect its existence, rights and franchises as a statutory trust under the laws of the State of Delaware (unless it becomes, or any successor Issuer hereunder is or becomes, organized under the laws of any other state or of the United States of America, in which case the Issuer will keep in full effect its existence, rights and franchises under the laws of such other jurisdiction) and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Indenture, the Notes, the Collateral and each other instrument or agreement included in the Trust Estate.

SECTION 3.5 Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Issuer Secured Parties to be prior to all other liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trust Collateral Agent, for the benefit of the Issuer Secured Parties, a first lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time prepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments, and will take such other action necessary or advisable to:

(i) Grant more effectively all or any portion of the Trust Estate;

(ii) maintain or preserve the lien and security interest (and the priority thereof) in favor of the Trust Collateral Agent for the benefit of the Issuer Secured Parties created by this Indenture or carry out more effectively the purposes hereof;

(iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture;

(iv) enforce any of the Collateral;

(v) preserve and defend title to the Trust Estate and the rights of the Trust Collateral Agent in such Trust Estate against the claims of all persons and parties; and

(vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due.

If at the time the Servicer ceases to act as Servicer, in accordance with Section 9.2 or Section 8.6 of the Sale and Servicing Agreement, no Person has accepted its appointment as successor Servicer, the Issuer hereby designates the Trust Collateral Agent its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required by the Trust Collateral Agent pursuant to this Section.

 

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SECTION 3.6 Opinions as to Trust Estate.

(a) On the Closing Date, the Issuer shall furnish to the Trustee and the Trust Collateral Agent an Opinion of Counsel either stating that, in the opinion of such counsel, such action has been taken with respect to the recording and filing of this Indenture, any indentures supplemental hereto, and any other requisite documents, and with respect to the execution and filing of any financing statements and continuation statements, as are necessary to perfect and make effective the first priority lien and security interest in favor of the Trust Collateral Agent, for the benefit of the Issuer Secured Parties, created by this Indenture and reciting the details of such action, or stating that, in the opinion of such counsel, no such action is necessary to make such lien and security interest effective.

(b) Within 120 days after the beginning of each calendar year, beginning with the first calendar year beginning more than six months after the Closing Date, the Issuer shall furnish to the Trustee and Trust Collateral Agent an Opinion of Counsel either stating that, in the opinion of such counsel, such action has been taken with respect to the recording, filing, re-recording and refiling of this Indenture, any indentures supplemental hereto and any other requisite documents and with respect to the execution and filing of any financing statements and continuation statements as are necessary to maintain the lien and security interest created by this Indenture and reciting the details of such action or stating that in the opinion of such counsel no such action is necessary to maintain such lien and security interest. Such Opinion of Counsel shall also describe the recording, filing, re-recording and refiling of this Indenture, any indentures supplemental hereto and any other requisite documents and the execution and filing of any financing statements and continuation statements that will, in the opinion of such counsel, be required to maintain the lien and perfected security interest of this Indenture until January 31 in the following calendar year.

SECTION 3.7 Performance of Obligations; Servicing of Receivables.

(a) The Issuer will not take any action and will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s material covenants or obligations under any instrument or agreement included in the Trust Estate or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except as ordered by any bankruptcy or other court or as expressly provided in this Indenture, the Basic Documents or such other instrument or agreement.

(b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Trustee in an Officer’s Certificate of the Issuer shall be deemed to be actions taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture.

 

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(c) The Issuer will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Basic Documents and in the instruments and agreements included in the Trust Estate, including, but not limited to, preparing (or causing to prepared) and filing (or causing to be filed) all UCC financing statements and continuation statements required to be filed by the terms of this Indenture and the Sale and Servicing Agreement in accordance with and within the time periods provided for herein and therein. Except as otherwise expressly provided therein, the Issuer shall not waive, amend, modify, supplement or terminate any Basic Document or any provision thereof without the consent of the Trustee or the Majority Noteholders.

(d) If a Responsible Officer (as defined in the Trust Agreement) of the Owner Trustee shall have actual knowledge of the occurrence of a Servicer Termination Event under the Sale and Servicing Agreement, the Issuer shall promptly notify the Trustee and the Rating Agencies thereof in accordance with Section 11.4, and shall specify in such notice the action, if any, the Issuer is taking in respect of such default. If a Servicer Termination Event shall arise from the failure of the Servicer to perform any of its duties or obligations under the Sale and Servicing Agreement with respect to the Receivables, the Issuer shall take all reasonable steps available to it to remedy such failure.

(e) The Issuer agrees that it will not waive timely performance or observance by the Servicer, AmeriCredit or the Seller of their respective duties under the Basic Documents if the effect thereof would adversely affect the Holders of the Notes.

SECTION 3.8 Negative Covenants. So long as any Notes are Outstanding, the Issuer shall not:

(i) except as expressly permitted by this Indenture or the Basic Documents, sell, transfer, exchange or otherwise dispose of any of the properties or assets of the Issuer, including those included in the Trust Estate, unless directed to do so by the Controlling Party;

(ii) claim any credit on, or make any deduction from the principal or interest payable in respect of, the Notes (other than amounts properly withheld from such payments under the Code) or assert any claim against any present or former Noteholder by reason of the payment of the taxes levied or assessed upon any part of the Trust Estate; or

(iii) (A) permit the validity or effectiveness of this Indenture to be impaired, or permit the lien in favor of the Trust Collateral Agent created by this Indenture to be amended, hypothecated, subordinated, terminated or discharged, or permit any Person to be released from any covenants or obligations with respect to the Notes under this Indenture except as may be expressly permitted hereby, (B) permit any lien, charge, excise, claim, security interest, mortgage or other encumbrance (other than the lien of this Indenture) to be created on or extend to or otherwise arise upon or burden the Trust Estate or any part thereof or any interest therein or the proceeds thereof (other than tax liens, mechanics’ liens and other liens that arise by operation of law, in each case on a Financed Vehicle and arising solely as a result of an action or omission of the related

 

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Obligor), (C) permit the lien of this Indenture not to constitute a valid first priority (other than with respect to any such tax, mechanics’ or other lien) security interest in the Trust Estate or (D) except as otherwise expressly provided therein, amend, modify or fail to comply with the provisions of the Basic Documents without the prior written consent of the Controlling Party.

SECTION 3.9 Annual Statement as to Compliance. An Authorized Officer of the Servicer, on behalf of the Issuer, will deliver to the Trustee and the Trust Collateral Agent, within 120 days after the end of each fiscal year of the Issuer (commencing with the fiscal year ended December 31, 2015), and otherwise in compliance with the requirements of TIA Section 314(a)(4) an Officer’s Certificate stating, as to the Authorized Officer signing such Officer’s Certificate, that

(i) a review of the activities of the Issuer during such year and of performance under this Indenture has been made under such Authorized Officer’s supervision; and

(ii) to the best of such Authorized Officer’s knowledge, based on such review, the Issuer has complied with all conditions and covenants under this Indenture and the other Basic Documents throughout such year, or, if there has been a default in the compliance of any such condition or covenant, specifying each such default known to such Authorized Officer and the nature and status thereof.

SECTION 3.10 Issuer May Consolidate, Etc. Only on Certain Terms.

(a) The Issuer shall not consolidate or merge with or into any other Person, unless:

(i) the Person (if other than the Issuer) formed by or surviving such consolidation or merger shall be a Person organized and existing under the laws of the United States of America or any state and shall expressly assume, by an indenture supplemental hereto, executed and delivered to the Trustee, in form satisfactory to the Trustee, the due and punctual payment of the principal of and interest on all Notes and the performance or observance of every agreement and covenant of this Indenture on the part of the Issuer to be performed or observed, all as provided herein;

(ii) immediately after giving effect to such transaction, no Default or Event of Default shall have occurred and be continuing;

(iii) the Rating Agency Condition shall have been satisfied with respect to such transaction;

(iv) the Issuer shall have received an Opinion of Counsel (and shall have delivered copies thereof to the Trustee) to the effect that such transaction will not for federal income tax purposes cause the Issuer to be treated as an association (or publicly traded partnership) taxable as a corporation, create a reissuance of the Notes or cause the Notes that were characterized as debt at the time of their issuance to fail to qualify as debt;

 

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(v) any action as is necessary to maintain the lien and security interest created by this Indenture shall have been taken;

(vi) the Issuer shall have delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel each stating that such consolidation or merger and such supplemental indenture comply with this Article III and that all conditions precedent herein provided for relating to such transaction have been complied with (including any filing required by the Exchange Act); and

(vii) the Issuer or the Person (if other than the Issuer) formed by or surviving such consolidation or merger has a net worth, immediately after such consolidation or merger, that is (a) greater than zero and (b) not less than the net worth of the Issuer immediately prior to giving effect to such consolidation or merger.

(b) The Issuer shall not convey or transfer all or substantially all of its properties or assets, including those included in the Trust Estate, to any Person, unless

(i) the Person that acquires by conveyance or transfer the properties and assets of the Issuer the conveyance or transfer of which is hereby restricted shall (A) be a United States citizen or a Person organized and existing under the laws of the United States of America or any state, (B) expressly assume, by an indenture supplemental hereto, executed and delivered to the Trustee, in form satisfactory to the Trustee, the due and punctual payment of the principal of and interest on all Notes and the performance or observance of every agreement and covenant of this Indenture and each of the Basic Documents on the part of the Issuer to be performed or observed, all as provided herein, (C) expressly agree by means of such supplemental indenture that all right, title and interest so conveyed or transferred shall be subject and subordinate to the rights of Holders of the Notes, (D) unless otherwise provided in such supplemental indenture, expressly agree to indemnify, defend and hold harmless the Issuer against and from any loss, liability or expense arising under or related to this Indenture and the Notes and (E) expressly agree by means of such supplemental indenture that such Person (or if a group of persons, then one specified Person) shall prepare (or cause to be prepared) and make all filings with the Commission (and any other appropriate Person) required by the Exchange Act in connection with the Notes;

(ii) immediately after giving effect to such transaction, no Default or Event of Default shall have occurred and be continuing;

 

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(iii) the Rating Agency Condition shall have been satisfied with respect to such transaction;

(iv) the Issuer shall have received an Opinion of Counsel (and shall have delivered copies thereof to the Trustee) to the effect that such transaction will not for federal income tax purposes cause the Issuer to be treated as an association (or publicly traded partnership) taxable as a corporation, create a reissuance of the Notes or cause the Notes that were characterized as debt at the time of their issuance to fail to qualify as debt;

(v) any action as is necessary to maintain the lien and security interest created by this Indenture shall have been taken;

(vi) the Issuer shall have delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel each stating that such conveyance or transfer and such supplemental indenture comply with this Article III and that all conditions precedent herein provided for relating to such transaction have been complied with (including any filing required by the Exchange Act); and

(vii) the Issuer or the Person (if other than the Issuer) formed by or surviving such conveyance or transfer has a net worth, immediately after such conveyance or transfer, that is (a) greater than zero and (b) not less than the net worth of the Issuer immediately prior to giving effect to such conveyance or transfer.

SECTION 3.11 Successor or Transferee.

(a) Upon any consolidation or merger of the Issuer in accordance with Section 3.10(a), the Person formed by or surviving such consolidation or merger (if other than the Issuer) shall succeed to, and be substituted for, and may exercise every right and power of, the Issuer under this Indenture with the same effect as if such Person had been named as the Issuer herein.

(b) Upon a conveyance or transfer of all the assets and properties of the Issuer pursuant to Section 3.10(b), AmeriCredit Automobile Receivables Trust 2015-1 will be released from every covenant and agreement of this Indenture to be observed or performed on the part of the Issuer with respect to the Notes immediately upon the delivery of written notice to the Trustee stating that AmeriCredit Automobile Receivables Trust 2015-1 is to be so released.

SECTION 3.12 No Other Business. The Issuer shall not engage in any business other than financing, purchasing, owning, selling and managing the Receivables in the manner contemplated by this Indenture and the Basic Documents and activities incidental thereto.

 

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SECTION 3.13 No Borrowing. The Issuer shall not issue, incur, assume, guarantee or otherwise become liable, directly or indirectly, for any Indebtedness except for (i) the Notes and (ii) any other Indebtedness permitted by or arising under the Basic Documents. The proceeds of the Notes shall be used exclusively to fund the Issuer’s purchase of the Receivables and the other assets specified in the Sale and Servicing Agreement, to fund the Reserve Account and to pay the Issuer’s organizational, transactional and start-up expenses.

SECTION 3.14 Servicer’s Obligations. The Issuer shall cause the Servicer to comply with Sections 4.9, 4.10 and 4.11 of the Sale and Servicing Agreement.

SECTION 3.15 Guarantees, Loans, Advances and Other Liabilities. Except as contemplated by the Sale and Servicing Agreement or this Indenture, the Issuer shall not make any loan or advance or credit to, or guarantee (directly or indirectly or by an instrument having the effect of assuring another’s payment or performance on any obligation or capability of so doing or otherwise), endorse or otherwise become contingently liable, directly or indirectly, in connection with the obligations, stocks or dividends of, or own, purchase, repurchase or acquire (or agree contingently to do so) any stock, obligations, assets or securities of, or any other interest in, or make any capital contribution to, any other Person.

SECTION 3.16 Capital Expenditures. The Issuer shall not make any expenditure (by long-term or operating lease or otherwise) for capital assets (either realty or personalty).

SECTION 3.17 Compliance with Laws. The Issuer shall comply with the requirements of all applicable laws, the non-compliance with which would, individually or in the aggregate, materially and adversely affect the ability of the Issuer to perform its obligations under the Notes, this Indenture or any Basic Document.

SECTION 3.18 Restricted Payments. The Issuer shall not, directly or indirectly, (i) pay any dividend or make any distribution (by reduction of capital or otherwise), whether in cash, property, securities or a combination thereof, to the Owner Trustee or any owner of a beneficial interest in the Issuer or otherwise with respect to any ownership or equity interest or security in or of the Issuer or to the Servicer, (ii) redeem, purchase, retire or otherwise acquire for value any such ownership or equity interest or security or (iii) set aside or otherwise segregate any amounts for any such purpose; provided, however, that the Issuer may make, or cause to be made, distributions to the Servicer, the Owner Trustee, the Trustee and the Certificateholder as permitted by, and to the extent funds are available for such purpose under, the Sale and Servicing Agreement or Trust Agreement. The Issuer will not, directly or indirectly, make payments to or distributions from the Collection Account except in accordance with this Indenture and the Basic Documents.

SECTION 3.19 Notice of Events of Default. Upon a Responsible Officer (as defined in the Trust Agreement) of the Owner Trustee having actual knowledge thereof, the Issuer agrees to give the Trustee and the Rating Agencies prompt written notice of each Event of Default hereunder and each default on the part of the Servicer or the Seller of its obligations under the Sale and Servicing Agreement. In the absence of actual knowledge, the Owner Trustee may conclusively assume that there is no default or Event of Default.

 

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SECTION 3.20 Further Instruments and Acts. Upon request of the Trustee, the Issuer will execute and deliver such further instruments and do such further acts as may be reasonably necessary or proper to carry out more effectively the purpose of this Indenture.

SECTION 3.21 Amendments of Sale and Servicing Agreement and Trust Agreement. The Issuer shall not agree to any amendment to Section 12.1 of the Sale and Servicing Agreement or Section 10.1 of the Trust Agreement to eliminate the requirements thereunder that the Trustee or the Holders of the Notes consent to amendments thereto as provided therein.

SECTION 3.22 Income Tax Characterization. For purposes of federal income, state and local income and franchise and any other income taxes, the Issuer will treat the Notes that are owned or beneficially owned by a Person other than the Seller or its Affiliates as indebtedness and hereby instructs the Trustee, the Trust Collateral Agent and each Noteholder (or beneficial Note Owner) shall be deemed, by virtue of acquisition of an interest in such Note, to have agreed, to treat the Notes as indebtedness for all applicable tax reporting purposes.

ARTICLE IV

Satisfaction and Discharge

SECTION 4.1 Satisfaction and Discharge of Indenture. This Indenture shall cease to be of further effect with respect to the Notes except as to (i) rights of registration of transfer and exchange, (ii) substitution of mutilated, destroyed, lost or stolen Notes, (iii) rights of Noteholders to receive payments of principal thereof and interest thereon, (iv) Sections 3.3, 3.4, 3.5, 3.8, 3.10, 3.12, 3.13, 3.20, 3.21 and 3.22, (v) the rights and immunities of the Trustee and the Trust Collateral Agent hereunder (including, without limitation, the rights of the Trustee and the Trust Collateral Agent under Section 6.7) and the obligations of the Trustee under Section 4.2 and (vi) the rights of Noteholders as beneficiaries hereof with respect to the property so deposited with the Trustee payable to all or any of them, and the Trustee, on demand of and at the expense of the Issuer, shall execute proper instruments acknowledging satisfaction and discharge of this Indenture with respect to the Notes, when

(A) either

(1) all Notes theretofore authenticated and delivered (other than (i) Notes that have been destroyed, lost or stolen and that have been replaced or paid as provided in Section 2.5 and (ii) Notes for whose payment money has theretofore been deposited in trust or segregated and held in trust by the Issuer and thereafter repaid to the Issuer or discharged from such trust, as provided in Section 3.3) have been delivered to the Trustee for cancellation; or

(2) all Notes not theretofore delivered to the Trustee for cancellation

(i) have become due and payable,

 

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(ii) will become due and payable at their respective Final Scheduled Distribution Dates within one year, or

(iii) are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Issuer,

and the Issuer, in the case of (i), (ii) or (iii) above, has irrevocably deposited or caused to be irrevocably deposited with the Trust Collateral Agent cash or direct obligations of or obligations guaranteed by the United States of America (which will mature prior to the date such amounts are payable), in trust for such purpose, in an amount sufficient to pay and discharge the entire indebtedness on such Notes not theretofore delivered to the Trustee for cancellation when due to the Final Scheduled Distribution Date or Redemption Date (if Notes shall have been called for redemption pursuant to Section 10.1(a)) as the case may be; and

(B) the Issuer has paid or caused to be paid all amounts owed to the Trustee and the Trust Collateral Agent, including the Trustee Issuer Secured Obligations.

(C) the Issuer has delivered to the Trustee and the Trust Collateral Agent an Officer’s Certificate, an Opinion of Counsel and if required by the TIA, the Trustee or the Trust Collateral Agent an Independent Certificate from a firm of certified public accountants, each meeting the applicable requirements of Section 11.1(a) and each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with. If this Indenture has been satisfied and discharged in accordance with the provisions of Section 4.1(A)(2) then such Opinion of Counsel shall also include an opinion that amounts deposited by the Issuer in accordance with Section 4.1(A)(2) would not be characterized as a voidable preference.

SECTION 4.2 Application of Trust Money. All moneys deposited with the Trustee pursuant to Section 4.1 hereof shall be held in trust and applied by it, in accordance with the provisions of the Notes, this Indenture and the other Basic Documents, to the payment, either directly or through any Note Paying Agent, as the Trustee may determine, to the Holders of the particular Notes for the payment or redemption of which such moneys have been deposited with the Trustee, of all sums due and to become due thereon for principal and interest; but such moneys need not be segregated from other funds except to the extent required herein or in the Sale and Servicing Agreement or required by law.

SECTION 4.3 Repayment of Moneys Held by Note Paying Agent. In connection with the satisfaction and discharge of this Indenture with respect to the Notes, all moneys then held by any Note Paying Agent other than the Trustee or the Trust Collateral Agent under the provisions of this Indenture with respect to such Notes shall, upon demand of the Issuer, be paid to the Trustee to be held and applied according to Section 3.3 and thereupon such Note Paying Agent shall be released from all further liability with respect to such moneys.

 

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ARTICLE V

Remedies

SECTION 5.1 Events of Default. “Event of Default,” wherever used herein, means any one of the following events (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body):

(i) default in the payment of any interest when it becomes due and payable on (i) the Class A Notes, (ii) if no Class A Notes are outstanding, the Class B Notes, (iii) if no Class A Notes or Class B Notes are outstanding, the Class C Notes, (iv) if no Class A Notes, Class B Notes or Class C Notes are outstanding, the Class D Notes or (v) if no Class A Notes, Class B Notes, Class C Notes or Class D Notes are outstanding, the Class E Notes, and such default, in each case, shall continue for a period of five days; or

(ii) default in the payment of the Outstanding Amount of any Note on the applicable Final Scheduled Distribution Date; or

(iii) default in the observance or performance of any covenant or agreement of the Issuer made in this Indenture (other than a covenant or agreement, a default in the observance or performance of which is elsewhere in this Section specifically dealt with), or any representation or warranty of the Issuer made in this Indenture, in any Basic Document or in any certificate or any other writing delivered pursuant hereto or in connection herewith proving to have been incorrect in any material respect as of the time when the same shall have been made, and such default shall continue or not be cured, or the circumstance or condition in respect of which such misrepresentation or warranty was incorrect shall not have been eliminated or otherwise cured, for a period of 30 days (or for such longer period, not in excess of 90 days, as may be reasonably necessary to remedy such default; provided that such default is capable of remedy within 90 days or less and the Servicer on behalf of the Issuer delivers an Officer’s Certificate to the Trustee to the effect that such default is capable of remedy within 90 days or less and that the Issuer has commenced, or will promptly commence and diligently pursue, all reasonable efforts to remedy such default) after there shall have been given, by registered or certified mail, to the Issuer by the Trustee or to the Issuer and the Trustee by the Holders of at least 25% of the Outstanding Amount of the Notes, a written notice specifying such default or incorrect representation or warranty and requiring it to be remedied and stating that such notice is a “Notice of Default” hereunder; or

(iv) the filing of a decree or order for relief by a court having jurisdiction in the premises in respect of the Issuer or any substantial part of the Trust Estate in an involuntary case under any applicable federal or State bankruptcy, insolvency or other similar law now or hereafter in effect, or appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of the Issuer or for any substantial part of the Trust Estate, or ordering the winding-up or liquidation of the Issuer’s affairs, and such decree or order shall remain unstayed and in effect for a period of 60 consecutive days; or

 

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(v) the commencement by the Issuer of a voluntary case under any applicable federal or State bankruptcy, insolvency or other similar law now or hereafter in effect, or the consent by the Issuer to the entry of an order for relief in an involuntary case under any such law, or the consent by the Issuer to the appointment or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of the Issuer or for any substantial part of the Trust Estate, or the making by the Issuer of any general assignment for the benefit of creditors, or the failure by the Issuer generally to pay its debts as such debts become due, or the taking of action by the Issuer in furtherance of any of the foregoing; or

(vi) the Issuer becoming taxable as an association or a publicly traded partnership taxable as a corporation for federal or state income tax purposes.

The Issuer shall deliver to the Trustee, within five days after the occurrence thereof, written notice in the form of an Officer’s Certificate of any event which with the giving of notice and the lapse of time would become an Event of Default under clause (iii), its status and what action the Issuer is taking or proposes to take with respect thereto.

SECTION 5.2 Rights Upon Event of Default.

(a) If an Event of Default shall have occurred and be continuing, the Trustee in its discretion may, or if so requested in writing by the Majority Noteholders shall, declare by written notice to the Issuer that the Notes become, whereupon they shall become, immediately due and payable at par, together with accrued interest thereon.

(b) At any time after such declaration of acceleration of maturity has been made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter in this Article V provided, the Majority Noteholders, by written notice to the Issuer and the Trustee, may rescind and annul such declaration and its consequences if:

(i) the Issuer has paid or deposited with the Trustee a sum sufficient to pay:

(A) all payments of principal of and interest on all Notes and all other amounts that would then be due hereunder or upon such Notes if the Event of Default giving rise to such acceleration had not occurred; and

(B) all sums paid or advanced by the Trustee or the Trust Collateral Agent hereunder and the reasonable compensation, expenses, disbursements, advances and indemnities of the Trustee, the Trust Collateral Agent and their respective agents and counsel; and

(C) all other outstanding fees and expenses of the Issuer; and

 

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(ii) all Events of Default, other than the nonpayment of the principal of the Notes that has become due solely by such acceleration, have been cured or waived as provided in Section 5.13.

No such rescission shall affect any subsequent default or impair any right consequent thereto.

SECTION 5.3 Collection of Indebtedness and Suits for Enforcement by Trustee.

(a) The Issuer covenants that if (i) default is made in the payment of any interest on any Note when the same becomes due and payable, and such default continues for a period of five days, or (ii) default is made in the payment of the principal of or any installment of the principal of any Note when the same becomes due and payable, the Issuer will pay to the Trustee, for the benefit of the Holders of the Notes, the whole amount then due and payable on such Notes for principal and interest, with interest upon the overdue principal, and, to the extent payment at such rate of interest shall be legally enforceable, upon overdue installments of interest, at the applicable Interest Rate and in addition thereto such further amount as shall be sufficient to cover the costs and expenses of collection, including the reasonable compensation, expenses, disbursements, advances and indemnities of the Trustee, the Trust Collateral Agent and their respective agents and counsel.

(b) Each Issuer Secured Party hereby irrevocably and unconditionally appoints the Controlling Party as the true and lawful attorney-in-fact of such Issuer Secured Party for so long as such Issuer Secured Party is not the Controlling Party, with full power of substitution, to execute, acknowledge and deliver any notice, document, certificate, paper, pleading or instrument and to do in the name of the Controlling Party as well as in the name, place and stead of such Issuer Secured Party such acts, things and deeds for or on behalf of and in the name of such Issuer Secured Party under this Indenture (including specifically under Section 5.4) and under the Basic Documents which such Issuer Secured Party could or might do or which may be necessary, desirable or convenient in such Controlling Party’s sole discretion to effect the purposes contemplated hereunder and under the Basic Documents and, without limitation, following the occurrence of an Event of Default, exercise full right, power and authority to take, or defer from taking, any and all acts with respect to the administration, maintenance or disposition of the Trust Estate.

(c) If an Event of Default occurs and is continuing, the Trustee may in its discretion, as more particularly provided in Section 5.4, and shall, at the direction of the Majority Noteholders, proceed to protect and enforce its rights and the rights of the Noteholders by such appropriate Proceedings as the Trustee or the Trustee at the direction of such Majority Noteholders shall deem most effective to protect and enforce any such rights, whether for the specific enforcement of any covenant or agreement in this Indenture or in aid of the exercise of any power granted herein, or to enforce any other proper remedy or legal or equitable right vested in the Trustee by this Indenture or by law.

 

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(d) Notwithstanding anything to the contrary contained in this Indenture (including, without limitation, Sections 5.4(a), 5.12, 5.13 and 5.17), if the Issuer fails to perform its obligations under Section 10.1(b) hereof when and as due, the Trustee shall, at the written direction of the Majority Noteholders, proceed to protect and enforce its rights and the rights of the Noteholders by such appropriate Proceedings as the Trustee or the Majority Noteholders, shall deem most effective to protect and enforce any such rights, whether for specific performance of any covenant or agreement in this Indenture or in aid of the exercise of any power granted herein, or to enforce any other proper remedy or legal or equitable right vested in the Trustee by this Indenture or by law.

(e) In case there shall be pending, relative to the Issuer or any other obligor upon the Notes or any Person having or claiming an ownership interest in the Trust Estate, proceedings under Title 11 of the United States Code or any other applicable federal or state bankruptcy, insolvency or other similar law, or in case a receiver, assignee or trustee in bankruptcy or reorganization, liquidator, sequestrator or similar official shall have been appointed for or taken possession of the Issuer or its property or such other obligor or Person, or in case of any other comparable Proceedings relative to the Issuer or other obligor upon the Notes, or to the creditors or property of the Issuer or such other obligor, the Trustee, irrespective of whether the principal of any Notes shall then be due and payable as therein expressed or by declaration or otherwise and irrespective of whether the Trustee shall have made any demand pursuant to the provisions of this Section, shall be entitled and empowered, by intervention in such proceedings or otherwise:

(i) to file and prove a claim or claims for the whole amount of principal and interest owing and unpaid in respect of the Notes and to file such other papers or documents as may be necessary or advisable in order to have the claims of the Trustee (including any claim for reasonable compensation to the Trustee and each predecessor Trustee, and their respective agents, attorneys and counsel, and for reimbursement of all expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee, except as a result of negligence, bad faith or willful misconduct) and of the Noteholders allowed in such Proceedings;

(ii) unless prohibited by applicable law and regulations, to vote on behalf of the Noteholders in any election of a trustee, a standby trustee or person performing similar functions in any such Proceedings;

(iii) to collect and receive any moneys or other property payable or deliverable on any such claims and to distribute all amounts received with respect to the claims of the Noteholders and of the Trustee on their behalf; and

(iv) to file such proofs of claim and other papers or documents as may be necessary or advisable in order to have the claims of the Trustee or the Noteholders allowed in any Proceedings relative to the Issuer, its creditors and its property;

 

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and any trustee, receiver, liquidator, custodian or other similar official in any such Proceeding is hereby authorized by each of such Noteholders to make payments to the Trustee, and, in the event that the Trustee shall consent to the making of payments directly to such Noteholders, to pay to the Trustee such amounts as shall be sufficient to cover reasonable compensation to the Trustee, each predecessor Trustee and their respective agents, attorneys and counsel, and all other expenses and liabilities incurred, and all advances made, by the Trustee and each predecessor Trustee except as a result of negligence or bad faith.

(f) Nothing herein contained shall be deemed to authorize the Trustee to authorize or consent to or vote for or accept or adopt on behalf of any Noteholder any plan of reorganization, arrangement, adjustment or composition affecting the Notes or the rights of any Holder thereof or to authorize the Trustee to vote in respect of the claim of any Noteholder in any such Proceeding except, as aforesaid, to vote for the election of a trustee in bankruptcy or similar person.

(g) All rights of action and of asserting claims under this Indenture or under any of the Notes, may be enforced by the Trustee without the possession of any of the Notes or the production thereof in any trial or other proceedings relative thereto, and any such action or Proceedings instituted by the Trustee shall be brought in its own name as trustee of an express trust, and any recovery of judgment, subject to the payment of the expenses, disbursements and compensation of the Trustee, each predecessor Trustee and their respective agents and attorneys, shall be for the ratable benefit of the Holders of the Notes.

(h) In any Proceedings brought by the Trustee (and also any Proceedings involving the interpretation of any provision of this Indenture), the Trustee shall be held to represent all the Holders of the Notes, and it shall not be necessary to make any Noteholder a party to any such proceedings.

SECTION 5.4 Remedies.

(a) If an Event of Default shall have occurred and be continuing, the Trustee may, or at the direction of the Majority Noteholders shall, do one or more of the following (subject to Section 5.5):

(i) institute Proceedings in its own name and as trustee of an express trust for the collection of all amounts then payable on the Notes or under this Indenture with respect thereto, whether by declaration or otherwise, enforce any judgment obtained, and collect from the Issuer and any other obligor upon such moneys adjudged due;

(ii) institute Proceedings from time to time for the complete or partial foreclosure of this Indenture with respect to the Trust Estate;

(iii) exercise any remedies of a secured party under the UCC and take any other appropriate action to protect and enforce the rights and remedies of the Trustee and the Holders of the Notes; and

(iv) direct the Trust Collateral Agent to sell the Trust Estate or any portion thereof or rights or interest therein, at one or more public or private sales called and conducted in any manner permitted by law; provided, however, that, the Trustee may not sell or otherwise liquidate the Trust Estate following an Event of Default unless:

 

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(I) such Event of Default is of the type described in Section 5.1(i) or (ii), or

(II) either

(x) the Holders of 100% of the Outstanding Amount of the Notes consent thereto, or

(y) the proceeds of such sale or liquidation distributable to the Noteholders are sufficient to discharge in full all amounts then due and unpaid upon such Notes for principal and interest, or

(z) the Trust Estate will not continue to provide sufficient funds for the payment of principal of and interest on the Notes as they would have become due if the Notes had not been declared due and payable, and the Trustee provides prior written notice to the Issuer (who shall deliver such notice to the Rating Agencies) and obtains the consent of Holders of 66-2/3% of the Outstanding Amount of the Notes.

In determining such sufficiency or insufficiency with respect to clauses (y) and (z), the Trustee may, but need not, obtain and conclusively rely upon an opinion of an Independent investment banking or accounting firm of national reputation (which expense shall be reimbursable pursuant to Section 5.6(a)) as to the feasibility of such proposed action and as to the sufficiency of the Trust Estate for such purpose.

SECTION 5.5 Optional Preservation of the Receivables. If the Notes have been declared to be due and payable under Section 5.2 following an Event of Default and such declaration and its consequences have not been rescinded and annulled, the Trustee may, but need not, elect to direct the Trust Collateral Agent to maintain possession of the Trust Estate. It is the desire of the parties hereto and the Noteholders that there be at all times sufficient funds for the payment of principal of and interest on the Notes, and the Trustee shall take such desire into account when determining whether or not to direct the Trust Collateral Agent to maintain possession of the Trust Estate. In determining whether to direct the Trust Collateral Agent to maintain possession of the Trust Estate, the Trustee may, but need not, obtain and conclusively rely upon an opinion of an Independent investment banking or accounting firm of national reputation (which expense shall be reimbursable pursuant to Section 5.6(a)) as to the feasibility of such proposed action and as to the sufficiency of the Trust Estate for such purpose.

SECTION 5.6 Priorities.

(a) Following (1) the acceleration of the Notes pursuant to Section 5.2 or (2) the occurrence of an Event of Default pursuant to Sections 5.1(i), 5.1(ii), 5.1(iv), 5.1(v) or 5.1(vi) of this Indenture or (3) the receipt of Insolvency Proceeds pursuant to Section 10.1(b) of the Sale and Servicing Agreement, the Available Funds, plus any amounts on deposit in the Reserve Account, including any money or property collected pursuant to Section 5.4 of this Indenture and any such Insolvency Proceeds, shall be applied by the Trust Collateral Agent on the related Distribution Date in the following order of priority:

 

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FIRST: amounts due and owing and required to be distributed to the Servicer (provided there is no Servicer Termination Event), the Lockbox Bank, the Lockbox Processor, the Owner Trustee, the Trustee and the Trust Collateral Agent, respectively, pursuant to clauses (i) and (ii) of Section 5.7(a) of the Sale and Servicing Agreement and not previously distributed, ratably and without preference or priority of any kind without regard to any caps set forth in clause (ii) of Section 5.7(a) of the Sale and Servicing Agreement;

SECOND: to the Class A Noteholders for amounts due and unpaid on the Class A Notes in respect of interest (including any premium), ratably by principal balance of such Class A Notes, without preference or priority of any kind, according to the amounts due and payable on the Class A Notes in respect of interest (including any premium);

THIRD: to Holders of the Class A Notes for amounts due and unpaid on the Class A Notes in respect of principal, first, to the Holders of the Class A-1 Notes, until the Outstanding Amount of the Class A-1 Notes is reduced to zero, and second, ratably, without preference or priority of any kind, according to the amounts due and payable to the Holders of the Class A-2 Notes and the Class A-3 Notes, until the aggregate Outstanding Amount of the Class A-2 Notes and the Class A-3 Notes is reduced to zero;

FOURTH: to the Class B Noteholders for amounts due and unpaid on the Class B Notes in respect of interest (including any premium), according to the amounts due and payable on the Class B Notes in respect of interest (including any premium);

FIFTH: to Holders of the Class B Notes for amounts due and unpaid on the Class B Notes in respect of principal, according to the amounts due and payable on the Class B Notes in respect of principal, until the Outstanding Amount of the Class B Notes is reduced to zero;

SIXTH: to the Class C Noteholders for amounts due and unpaid on the Class C Notes in respect of interest (including any premium), according to the amounts due and payable on the Class C Notes in respect of interest (including any premium);

SEVENTH: to Holders of the Class C Notes for amounts due and unpaid on the Class C Notes in respect of principal, according to the amounts due and payable on the Class C Notes in respect of principal, until the Outstanding Amount of the Class C Notes is reduced to zero;

EIGHTH: to the Class D Noteholders for amounts due and unpaid on the Class D Notes in respect of interest (including any premium), according to the amounts due and payable on the Class D Notes in respect of interest (including any premium);

 

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NINTH: to Holders of the Class D Notes for amounts due and unpaid on the Class D Notes in respect of principal, according to the amounts due and payable on the Class D Notes in respect of principal, until the Outstanding Amount of the Class D Notes is reduced to zero;

TENTH: to the Class E Noteholders for amounts due and unpaid on the Class E Notes in respect of interest (including any premium), according to the amounts due and payable on the Class E Notes in respect of interest (including any premium);

ELEVENTH: to Holders of the Class E Notes for amounts due and unpaid on the Class E Notes in respect of principal, according to the amounts due and payable on the Class E Notes in respect of principal, until the Outstanding Amount of the Class E Notes is reduced to zero;

TWELFTH: to the Certificateholder.

Following the occurrence of an Event of Default pursuant to Section 5.1(iii) (unless the Notes have been accelerated), payments on the Notes shall be made in the order and priority set forth in Section 5.7 of the Sale and Servicing Agreement.

(b) The Trustee may fix a record date and payment date for any payment to Noteholders pursuant to this Section 5.6. At least 15 days before such record date the Issuer shall mail to each Noteholder and the Trustee a notice that states the record date, the payment date and the amount to be paid.

SECTION 5.7 Limitation of Suits. No Holder of any Note shall have any right to institute any proceeding, judicial or otherwise, with respect to this Indenture, or for the appointment of a receiver or trustee, or for any other remedy hereunder, unless:

(i) such Holder has previously given written notice to the Trustee of a continuing Event of Default;

(ii) the Holders of not less than 25% of the Outstanding Amount of the Notes have made written request to the Trustee to institute such Proceeding in respect of such Event of Default in its own name as Trustee hereunder;

(iii) such Holder or Holders have offered to the Trustee indemnity reasonably satisfactory to it against the costs, expenses and liabilities to be incurred in complying with such request;

(iv) the Trustee for 60 days after its receipt of such notice, request and offer of indemnity has failed to institute such Proceedings; and

(v) no direction inconsistent with such written request has been given to the Trustee during such 60-day period by the Majority Noteholders;

it being understood and intended that no one or more Noteholders shall have any right in any manner whatever by virtue of, or by availing of, any provision of this Indenture to affect, disturb or prejudice the rights of any other Noteholders or to obtain or to seek to obtain priority or preference over any other Holders or to enforce any right under this Indenture, except in the manner herein provided.

 

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SECTION 5.8 Unconditional Rights of Noteholders To Receive Principal and Interest. Notwithstanding any other provisions in this Indenture, the Holder of any Note shall have the right, which is absolute and unconditional, to receive payment of the principal of and interest, if any, on such Note on or after the respective due dates thereof expressed in such Note or in this Indenture (or, in the case of redemption, on or after the Redemption Date) and to institute suit for the enforcement of any such payment, and such right shall not be impaired without the consent of such Holder.

SECTION 5.9 Restoration of Rights and Remedies. If the Controlling Party or any Noteholder has instituted any Proceeding to enforce any right or remedy under this Indenture and such proceeding has been discontinued or abandoned for any reason or has been determined adversely to the Trustee or to such Noteholder, then and in every such case the Issuer, the Trustee and the Noteholders shall, subject to any determination in such Proceeding, be restored severally and respectively to their former positions hereunder, and thereafter all rights and remedies of the Trustee and the Noteholders shall continue as though no such Proceeding had been instituted.

SECTION 5.10 Rights and Remedies Cumulative. No right or remedy herein conferred upon or reserved to the Controlling Party or to the Noteholders is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy.

SECTION 5.11 Delay or Omission Not a Waiver. No delay or omission of the Trustee, the Trust Collateral Agent, the Controlling Party or any Noteholder to exercise any right or remedy accruing upon any Default or Event of Default shall impair any such right or remedy or constitute a waiver of any such Default or Event of Default or an acquiescence therein. Every right and remedy given by this Article V or by law to the Trustee, the Trust Collateral Agent, the Controlling Party or the Noteholders may be exercised from time to time, and as often as may be deemed expedient, by the Trustee, the Trust Collateral Agent, the Controlling Party or the Noteholders, as the case may be.

SECTION 5.12 Control by Noteholders. The Majority Noteholders shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Trust Collateral Agent, as Controlling Party, or the Trustee, as applicable, with respect to the Notes or exercising any trust or power conferred on the Controlling Party or the Trustee, as applicable; provided that

(i) such direction shall not be in conflict with any rule of law or with this Indenture;

 

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(ii) subject to the express terms of Section 5.4, any direction to the Trustee to sell or liquidate the Trust Estate shall be by the Noteholders representing not less than 100% of the Outstanding Amount of the Notes;

(iii) if the conditions set forth in Section 5.5 have been satisfied and the Trustee elects to retain the Trust Estate pursuant to such Section, then any direction to the Trustee by Noteholders representing less than 100% of the Outstanding Amount of the Notes to sell or liquidate the Trust Estate shall be of no force and effect; and

(iv) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction;

provided, however, that, subject to Article VI, neither the Trustee nor the Trust Collateral Agent need take any action that it determines might involve it in liability, financial or otherwise, without receiving indemnity satisfactory to it, or might materially adversely affect the rights of any Noteholders not consenting to such action.

SECTION 5.13 Waiver of Past Defaults. Prior to the declaration of the acceleration of the maturity of the Notes as provided in Section 5.4, the Majority Noteholders may waive any past Default or Event of Default and its consequences except a Default (a) in payment of principal of or interest on any of the Notes or (b) in respect of a covenant or provision hereof which cannot be modified or amended without the consent of the Holder of each Note. In the case of any such waiver, the Issuer, the Trustee and the Holders of the Notes shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default or impair any right consequent thereto.

Upon any such waiver, such Default shall cease to exist and be deemed to have been cured and not to have occurred, and any Event of Default arising therefrom shall be deemed to have been cured and not to have occurred, for every purpose of this Indenture; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereto.

SECTION 5.14 Undertaking for Costs. All parties to this Indenture agree, and each Holder of any Note by such Holder’s acceptance thereof shall be deemed to have agreed, that any court may in its discretion require, in any suit for the enforcement of any right or remedy under this Indenture, or in any suit against the Trustee for any action taken, suffered or omitted by it as Trustee, the filing by any party litigant in such suit of an undertaking to pay the costs of such suit, and that such court may in its discretion assess reasonable costs and expenses, including reasonable attorneys’ fees and expenses, against any party litigant in such suit, having due regard to the merits and good faith of the claims or defenses made by such party litigant; but the provisions of this Section shall not apply to (a) any suit instituted by the Trustee, (b) any suit instituted by any Noteholder, or group of Noteholders, in each case holding in the aggregate more than 10% of the Outstanding Amount of the Notes or (c) any suit instituted by any Noteholder for the enforcement of the payment of principal of or interest on any Note on or after the respective due dates expressed in such Note and in this Indenture (or, in the case of redemption, on or after the Redemption Date).

 

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SECTION 5.15 Waiver of Stay or Extension Laws. The Issuer covenants (to the extent that it may lawfully do so) that it will not at any time insist upon, or plead or in any manner whatsoever, claim or take the benefit or advantage of, any stay or extension law wherever enacted, now or at any time hereafter in force, that may affect the covenants or the performance of this Indenture; and the Issuer (to the extent that it may lawfully do so) hereby expressly waives all benefit or advantage of any such law, and covenants that it will not hinder, delay or impede the execution of any power herein granted to the Trustee, but will suffer and permit the execution of every such power as though no such law had been enacted.

SECTION 5.16 Action on Notes. The Trustee’s right to seek and recover judgment on the Notes or under this Indenture shall not be affected by the seeking, obtaining or application of any other relief under or with respect to this Indenture. Neither the lien of this Indenture nor any rights or remedies of the Trustee or the Noteholders shall be impaired by the recovery of any judgment by the Trustee against the Issuer or by the levy of any execution under such judgment upon any portion of the Trust Estate or upon any of the assets of the Issuer.

SECTION 5.17 Performance and Enforcement of Certain Obligations.

(a) Promptly following a request from the Trustee to do so and at the Servicer’s expense, the Issuer agrees to take all such lawful action as the Trustee may request to compel or secure the performance and observance by the Seller and the Servicer, as applicable, of each of their obligations to the Issuer under or in connection with the Sale and Servicing Agreement in accordance with the terms thereof, and to exercise any and all rights, remedies, powers and privileges lawfully available to the Issuer under or in connection with the Sale and Servicing Agreement to the extent and in the manner directed by the Trustee, including the transmission of notices of default on the part of the Seller or the Servicer thereunder and the institution of legal or administrative actions or Proceedings to compel or secure performance by the Seller or the Servicer of each of their obligations under the Sale and Servicing Agreement.

(b) If an Event of Default has occurred and is continuing, the Controlling Party may, and, at the written direction of the Holders of 66-2/3% of the Outstanding Amount of the Notes shall, subject to Article VI, exercise all rights, remedies, powers, privileges and claims of the Issuer against the Seller or the Servicer under or in connection with the Sale and Servicing Agreement, including the right or power to take any action to compel or secure performance or observance by the Seller or the Servicer of each of their obligations to the Issuer thereunder and to give any consent, request, notice, direction, approval, extension or waiver under the Sale and Servicing Agreement, and any right of the Issuer to take such action shall be suspended.

 

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ARTICLE VI

The Trustee and the Trust Collateral Agent

SECTION 6.1 Duties of Trustee.

(a) If an Event of Default has occurred and is continuing, the Trustee shall exercise the rights and powers vested in it by this Indenture and the Basic Documents to which it is a party and use the same degree of care and skill in their exercise as a prudent person would exercise or use under the circumstances in the conduct of such person’s own affairs.

(b) Except during the continuance of an Event of Default:

(i) the Trustee undertakes to perform such duties and only such duties as are specifically set forth in this Indenture and no implied duties, covenants or obligations shall be read into this Indenture against the Trustee; and

(ii) in the absence of bad faith on its part, the Trustee may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon certificates or opinions furnished to the Trustee and conforming to the requirements of this Indenture; however, the Trustee shall examine the certificates and opinions to determine whether or not they conform on their face to the requirements of this Indenture.

(c) The Trustee may not be relieved from liability for its own negligent action, its own negligent failure to act or its own willful misconduct, except that:

(i) this paragraph does not limit the effect of paragraph (b) of this Section;

(ii) the Trustee shall not be liable for any error of judgment made in good faith by a Responsible Officer unless it is proved that the Trustee was negligent in ascertaining the pertinent facts; and

(iii) the Trustee shall not be liable with respect to any action it takes or omits to take in good faith in accordance with a direction received by it pursuant to Section 5.12.

(d) The Trustee shall not be liable for interest on any money received by it except as the Trustee may agree in writing with the Issuer.

(e) Money held in trust by the Trustee need not be segregated from other funds except to the extent required by law or the terms of this Indenture or the Sale and Servicing Agreement.

 

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(f) No provision of this Indenture shall require the Trustee to expend or risk its own funds or otherwise incur financial liability in the performance of any of its duties hereunder or in the exercise of any of its rights or powers, if it shall have reasonable grounds to believe that repayment of such funds or indemnity reasonably satisfactory to it against such risk or liability is not assured to it.

(g) Every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Trustee shall be subject to the provisions of this Section 6.1 and to the provisions of the TIA.

(h) The Trustee shall, and hereby agrees that it will, perform all of the obligations and duties required of it under the Sale and Servicing Agreement.

(i) Without limiting the generality of this Section 6.1, the Trustee shall have no duty (i) to see to any recording, filing or depositing of this Indenture or any agreement referred to herein or any financing statement evidencing a security interest in the Financed Vehicles, or to see to the maintenance of any such recording or filing or depositing or to any recording, refiling or redepositing of any thereof, (ii) to see to any insurance of the Financed Vehicles or Obligors or to effect or maintain any such insurance, (iii) to see to the payment or discharge of any tax, assessment or other governmental charge or any Lien or encumbrance of any kind owing with respect to, assessed or levied against any part of the Trust, (iv) to confirm or verify the contents of any reports or certificates delivered to the Trustee pursuant to this Indenture or the Sale and Servicing Agreement believed by the Trustee to be genuine and to have been signed or presented by the proper party or parties, or (v) to inspect the Financed Vehicles at any time or ascertain or inquire as to the performance of observance of any of the Issuer’s, the Seller’s or the Servicer’s representations, warranties or covenants or the Servicer’s duties and obligations as Servicer and as custodian of the Receivable Files under the Sale and Servicing Agreement.

(j) In no event shall The Bank of New York Mellon, in any of its capacities hereunder, be deemed to have assumed any duties of the Owner Trustee under the Delaware Statutory Trust Statute, common law, or the Trust Agreement or of the Servicer under the Sale and Servicing Agreement (unless it is acting as successor Servicer thereunder or is recording, registering, filing, re-recording, re-filing, or re-registering any financing statement, continuation statement or other instrument required by the Trust Collateral Agent pursuant to Section 3.5 hereof or is taking any action to perfect or re-perfect the security interests in the financed vehicles pursuant to Section 4.5(b) of the Sale and Servicing Agreement).

SECTION 6.2 Rights of Trustee.

(a) The Trustee may conclusively rely on any document believed by it to be genuine and to have been signed or presented by the proper person. The Trustee need not investigate any fact or matter stated in the document.

(b) Before the Trustee acts or refrains from acting, it may require an Officer’s Certificate or an Opinion of Counsel. The Trustee shall not be liable for any action it takes or omits to take in good faith in reliance on the Officer’s Certificate or Opinion of Counsel.

 

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(c) The Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or by or through agents or attorneys or a custodian or nominee, and the Trustee shall not be responsible for any misconduct or negligence on the part of, or for the supervision of, AmeriCredit Financial Services, Inc., or any other such agent, attorney, custodian or nominee appointed with due care by it hereunder.

(d) The Trustee shall not be liable for any action it takes or omits to take in good faith which it believes to be authorized or within its rights or powers; provided, however, that the Trustee’s conduct does not constitute negligence.

(e) The Trustee may consult with counsel, and the advice or opinion of counsel with respect to legal matters relating to this Indenture and the Notes shall be full and complete authorization and protection from liability in respect to any action taken, omitted or suffered by it hereunder in good faith and in accordance with the advice or opinion of such counsel.

(f) The Trustee shall be under no obligation to institute, conduct or defend any litigation under this Indenture or in relation to this Indenture, at the request, order or direction of any of the Noteholders, pursuant to the provisions of this Indenture, unless such Noteholders shall have offered to the Trustee reasonable security or indemnity against the costs, expenses and liabilities that may be incurred therein or thereby (including, without limitation, the fees and expenses of its counsel and agents); provided, however, that the Trustee shall, upon the occurrence of an Event of Default (that has not been cured), exercise the rights and powers vested in it by this Indenture with reasonable care and skill.

(g) The Trustee shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, approval, bond or other paper or document, unless requested in writing to do so by the Noteholders evidencing not less than 25% of the Outstanding Amount thereof; provided, however, that if the payment within a reasonable time to the Trustee of the costs, expenses or liabilities likely to be incurred by it in the making of such investigation is, in the opinion of the Trustee, not reasonably assured to the Trustee by the security afforded to it by the terms of this Indenture or the Sale and Servicing Agreement, the Trustee may require reasonable indemnity against such cost, expense or liability as a condition to so proceeding; the reasonable expense of every such examination shall be paid by the Person making such request, or, if paid by the Trustee, shall be reimbursed by the Person making such request upon demand.

(h) The Trustee shall not be liable for any losses on investments except for losses resulting from the failure of the Trustee to make an investment in accordance with instructions given in accordance hereunder.

(i) If the Trustee acts as the Note Paying Agent or Note Registrar, the rights, privileges, immunities, benefits and protections afforded to the Trustee shall be afforded to the Note Paying Agent and Note Registrar as if they were expressly set forth herein for the benefit of the Trustee in such capacity, mutatis mutandis.

 

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(j) The Trustee shall not be required to take notice or be deemed to have notice or knowledge of any default or Event of Default unless a Responsible Officer of the Trustee shall have received written notice or obtained actual knowledge thereof. In the absence of receipt of such notice or actual knowledge, the Trustee may conclusively assume that there is no default or Event of Default.

(k) The Trustee shall not be responsible for delays or failures in performance resulting directly or indirectly from forces beyond its control (including, without limitation, acts of God, strikes, work stoppages, accidents, severe weather, floods, nuclear or natural catastrophes, lockouts, riots, civil or military disturbances, acts of war or terrorism, any provision of any present or future law or regulation or any act of any governmental authority, and any interruption, loss or malfunction of utilities, communications, computer services (software or hardware) or Federal Reserve Bank wire service).

(l) Anything in this Indenture to the contrary notwithstanding, in no event shall the Trustee be liable for special, indirect, incidental, punitive or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), whether or not any such damages were foreseeable or contemplated, even if the Trustee has been advised of the likelihood of such loss or damage and regardless of the form of action.

(m) No provision of this Indenture or any other Basic Document shall be deemed to impose any duty or obligation on the Trustee to take or omit to take any action, or suffer any action to be taken or omitted, in the performance of its duties or obligations under the Basic Documents, or to exercise any right or power thereunder, to the extent that taking or omitting to take such action or suffering such action to be taken or omitted would violate applicable law binding upon it (which determination may be based on the advice or opinion of its counsel).

(n) The rights, privileges, protections, immunities and benefits provided to the Trustee hereunder (including but not limited to its right to be indemnified) are extended to, and shall be enforceable by, both the Trustee and the Trust Collateral Agent in each of their capacities hereunder and to each of their officers, directors, agents, representatives and other Persons duly employed by the Trustee or the Trust Collateral Agent as if they were each expressly set forth herein for the benefit of the Trustee and the Trust Collateral Agent in each such capacity, their officers, their directors, their agents, their representatives or their employees, mutatis mutandis.

(o) The Trustee may conclusively rely and shall be fully protected in acting or refraining from acting upon any resolution, Officer’s Certificate, opinion of counsel, certificate of auditors or any other certificate, statement, instrument, opinion, report, notice, request, consent, direction, order, appraisal, bond or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties, and the Trustee need not investigate any statement, representation or warranty or any fact or matter stated in any such document and may conclusively rely as to the truth of the statements and the correctness of the opinions expressed therein.

 

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(p) The right of the Trustee to perform any discretionary act enumerated in this Indenture shall not be construed as a duty, and the Trustee shall not be answerable for other than its negligence or willful misconduct in the performance or omission of such act.

(q) The Trustee shall not be required to give any bond or surety.

(r) In making or disposing of any investment permitted by this Indenture, the Trustee is authorized to deal with itself (in its individual capacity) or with any one or more of its Affiliates, in each case on an arm’s-length basis and on standard market terms, whether it or such Affiliate is acting as a subagent of the Trustee or for any third person or dealing as principal for its own account.

(s) Delivery of reports, information and documents to the Trustee shall not constitute constructive notice of any information contained therein or determinable from information contained therein (other than any written notices of an Event of Default delivered to a Responsible Officer of the Trustee pursuant to Section 6.2(j)), including the Issuer’s or any other entity’s compliance with any covenants under this Indenture, the Notes or any other related documents. The Trustee shall not be obligated to monitor or confirm, on a continuing basis or otherwise, the Issuer’s or any other entity’s compliance with the covenants described herein or with respect to any reports or other documents filed under this Indenture, the Notes or any other related document.

(t) The Trustee shall have the right to require that any directions, instructions or notices provided to it be signed by an Authorized Person (as hereinafter defined), contain such evidence as may be reasonably requested by the Trustee to establish the identity and/or signatures thereon. The identity of such Authorized Persons, as well as their specimen signatures and title, shall be delivered to the Trustee in the list of authorized signers and shall remain in effect until the applicable party, or an entity acting on its behalf, notifies the Trustee of any change thereto (the person(s) so designated from time to time, the “Authorized Persons”).

(u) To help the U.S. government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. When an account is opened, the Trustee will ask for information that will allow the Trustee to identify relevant parties. The parties hereto hereby acknowledge such information disclosure requirements and agree to comply with all such information disclosure requests from time to time from the Trustee.

SECTION 6.3 Individual Rights of Trustee. The Trustee in its individual or any other capacity may become the owner or pledgee of Notes and may otherwise deal with the Issuer or its Affiliates with the same rights it would have if it were not Trustee. Any Trust Collateral Agent, Note Paying Agent, Note Registrar, co-registrar or co-Note Paying Agent may do the same with like rights. However, the Trustee must comply with Sections 6.11 and 6.12.

 

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SECTION 6.4 Trustee’s Disclaimer. The Trustee shall not be responsible for and makes no representation as to the validity or adequacy of this Indenture, the Trust Estate or the Notes, it shall not be accountable for the Issuer’s use of the proceeds from the Notes, and it shall not be responsible for any statement of the Issuer in this Indenture or in any document issued in connection with the sale of the Notes or in the Notes other than the Trustee’s certificate of authentication.

SECTION 6.5 Notice of Defaults. If an Event of Default occurs and is continuing and if it is either known by, or written notice of the existence thereof has been delivered to, a Responsible Officer of the Trustee, the Trustee shall mail to each Noteholder notice of the Default within 90 days after such knowledge or notice occurs. Except in the case of a Default in payment of principal of or interest on any Note (including payments pursuant to the mandatory redemption provisions of such Note), the Trustee may withhold the notice to the Noteholder if and so long as it in good faith determines that withholding the notice is in the interests of Noteholders.

SECTION 6.6 Reports by Trustee to Holders. At the end of each calendar year, the Trustee shall deliver to each person who at any time during the calendar year was a Noteholder that requests it in writing, a statement as to the aggregate amounts of interest and principal paid to the Noteholder to the extent required by the Code and any other information as may be reasonably required to enable such Holder to prepare its federal and state income tax returns.

SECTION 6.7 Compensation and Indemnity.

(a) Pursuant to Section 5.7(a) of the Sale and Servicing Agreement, the Issuer shall, or shall cause the Servicer to, pay to the Trustee and the Trust Collateral Agent from time to time compensation for its services. The Trustee’s compensation shall not be limited by any law on compensation of a trustee of an express trust. The Issuer shall cause the Servicer to reimburse the Trustee and the Trust Collateral Agent (subject to any applicable caps) for all reasonable out-of-pocket expenses incurred or made by it, including costs of collection, in addition to the compensation for its services. Such expenses shall include the reasonable compensation and expenses, disbursements and advances of the Trustee’s and the Trust Collateral Agent’s agents, counsel, accountants and experts. The Issuer shall cause the Servicer to indemnify the Trustee, the Trust Collateral Agent and their respective officers, directors, employees and agents against any and all loss, liability or expense (including attorneys’ fees and expenses) incurred by each of them in connection with the acceptance or the administration of this Trust and the performance of its duties hereunder. The Trustee or the Trust Collateral Agent shall notify the Issuer and the Servicer promptly of any claim for which it may seek indemnity. Failure by the Trustee or the Trust Collateral Agent to so notify the Issuer and the Servicer shall not relieve the Issuer of its obligations hereunder or the Servicer of its obligations under Article XI of the Sale and Servicing Agreement. The Issuer shall cause the Servicer to defend the claim, and the Trustee or the Trust Collateral Agent may have separate counsel and the Issuer shall cause the Servicer to pay the fees and expenses of such counsel. Neither the Issuer nor the Servicer need to reimburse any expense or indemnify against any loss, liability or expense incurred by the Trustee or the Trust Collateral Agent through the Trustee’s or the Trust Collateral Agent’s own willful misconduct, negligence or bad faith.

 

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(b) The Issuer’s payment obligations to the Trustee or the Trust Collateral Agent pursuant to this Section shall survive the discharge of this Indenture or the earlier resignation or removal of the Trustee or the Trust Collateral Agent. When the Trustee or the Trust Collateral Agent incurs expenses after the occurrence of a Default specified in Section 5.1(iv) or (v) with respect to the Issuer, the expenses are intended to constitute expenses of administration under Title 11 of the United States Code or any other applicable federal or State bankruptcy, insolvency or similar law. Notwithstanding anything else set forth in this Indenture or the Basic Documents, the Trustee agrees that the obligations of the Issuer (but not the Servicer) to the Trustee hereunder and under the Basic Documents shall be recourse to the Trust Estate only and specifically shall not be recourse to the assets of the Certificateholder or any Noteholder. In addition, the Trustee agrees that its recourse to the Issuer, the Trust Estate and the Seller shall be limited to the right to receive the distributions referred to in Section 5.7(a) of the Sale and Servicing Agreement.

SECTION 6.8 Replacement of Trustee. The Trustee may resign at any time by so notifying the Issuer. The Issuer may and shall, remove the Trustee, if:

(i) the Trustee fails to comply with Section 6.11;

(ii) a court having jurisdiction in the premises in respect of the Trustee in an involuntary case or proceeding under federal or State banking or bankruptcy laws, as now or hereafter constituted, or any other applicable federal or State bankruptcy, insolvency or other similar law, shall have entered a decree or order granting relief or appointing a receiver, liquidator, assignee, custodian, trustee, conservator, sequestrator (or similar official) for the Trustee or for any substantial part of the Trustee’s property, or ordering the winding-up or liquidation of the Trustee’s affairs;

(iii) an involuntary case under the federal bankruptcy laws, as now or hereafter in effect, or another present or future federal or State bankruptcy, insolvency or similar law is commenced with respect to the Trustee and such case is not dismissed within 60 days;

(iv) the Trustee commences a voluntary case under any federal or state banking or bankruptcy laws, as now or hereafter constituted, or any other applicable federal or State bankruptcy, insolvency or other similar law, or consents to the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, conservator, sequestrator (or other similar official) for the Trustee or for any substantial part of the Trustee’s property, or makes any assignment for the benefit of creditors or fails generally to pay its debts as such debts become due or takes any action in furtherance of any of the foregoing; or

(v) the Trustee otherwise becomes incapable of acting.

 

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If the Trustee resigns or is removed or if a vacancy exists in the office of Trustee for any reason (the Trustee in such event being referred to herein as the retiring Trustee), the Issuer shall promptly appoint a successor Trustee.

A successor Trustee shall deliver a written acceptance of its appointment to the retiring Trustee and to the Issuer. Thereupon the resignation or removal of the retiring Trustee shall become effective, and the successor Trustee shall have all the rights, powers and duties of the retiring Trustee under this Indenture subject to satisfaction of the Rating Agency Condition. The successor Trustee shall mail a notice of its succession to the Noteholders. The retiring Trustee shall promptly transfer all property held by it as Trustee to the successor Trustee.

If a successor Trustee does not take office within 60 days after the retiring Trustee resigns or is removed, the retiring Trustee, the Issuer or the Majority Noteholders may petition any court of competent jurisdiction for the appointment of a successor Trustee.

If the Trustee fails to comply with Section 6.11, any Noteholder may petition any court of competent jurisdiction for the removal of the Trustee and the appointment of a successor Trustee.

Any resignation or removal of the Trustee and appointment of a successor Trustee pursuant to any of the provisions of this Section shall not become effective until acceptance of appointment by the successor Trustee pursuant to Section 6.8, the appointment of a successor Trust Collateral Agent pursuant to Section 6.17 and payment of all fees, expenses and indemnities owed to the outgoing Trustee and Trust Collateral Agent.

Notwithstanding the replacement of the Trustee pursuant to this Section, the Issuer’s and the Servicer’s obligations under Section 6.7 shall continue for the benefit of the retiring Trustee.

SECTION 6.9 Successor Trustee by Merger. If the Trustee consolidates with, merges or converts into, or transfers all or substantially all its corporate trust business or assets to, another corporation or banking association, the resulting, surviving or transferee corporation or banking association, without any further act shall be the successor Trustee. The Trustee shall provide prior written notice of any such transaction to the Issuer (who shall deliver such notice to the Rating Agencies).

In case at the time such successor or successors by merger, conversion or consolidation to the Trustee shall succeed to the trusts created by this Indenture any of the Notes shall have been authenticated but not delivered, any such successor to the Trustee may adopt the certificate of authentication of any predecessor trustee, and deliver such Notes so authenticated; and in case at that time any of the Notes shall not have been authenticated, any successor to the Trustee may authenticate such Notes either in the name of any predecessor hereunder or in the name of the successor to the Trustee; and in all such cases such certificates shall have the full force which it is anywhere in the Notes or in this Indenture provided that the certificate of the Trustee shall have.

 

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SECTION 6.10 Appointment of Co-Trustee or Separate Trustee.

(a) Notwithstanding any other provisions of this Indenture, at any time, for the purpose of meeting any legal requirement of any jurisdiction in which any part of the Trust Estate may at the time be located, the Trustee shall have the power and may execute and deliver all instruments to appoint one or more Persons to act as a co-trustee or co-trustees, or separate trustee or separate trustees, of all or any part of the Trust Estate, and to vest in such Person or Persons, in such capacity and for the benefit of the Noteholders, such title to the Trust Estate, or any part hereof, and, subject to the other provisions of this Section, such powers, duties, obligations, rights and trusts as the Trustee may consider necessary or desirable. No co-trustee or separate trustee hereunder shall be required to meet the terms of eligibility as a successor trustee under Section 6.11 and no notice to Noteholders of the appointment of any co-trustee or separate trustee shall be required under Section 6.8 hereof.

(b) Every separate trustee and co-trustee shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions:

(i) all rights, powers, duties and obligations conferred or imposed upon the Trustee shall be conferred or imposed upon and exercised or performed by the Trustee and such separate trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorized to act separately without the Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed the Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Trust Estate or any portion thereof in any such jurisdiction) shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Trustee;

(ii) no trustee hereunder shall be personally liable by reason of any act or omission of any other trustee hereunder, including acts or omissions of predecessor or successor trustees; and

(iii) the Trustee may at any time accept the resignation of or remove any separate trustee or co-trustee.

(c) Any notice, request or other writing given to the Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Indenture and the conditions of this Article VI. Each separate trustee and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Trustee or separately, as may be provided therein, subject to all the provisions of this Indenture, specifically including every provision of this Indenture relating to the conduct of, affecting the liability of, or affording protection to, the Trustee. Every such instrument shall be filed with the Trustee.

 

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(d) Any separate trustee or co-trustee may at any time constitute the Trustee, its agent or attorney-in-fact with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Indenture on its behalf and in its name. If any separate trustee or co-trustee shall die, dissolve, become insolvent, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall invest in and be exercised by the Trustee, to the extent permitted by law, without the appointment of a new or successor trustee.

(e) Any and all amounts relating to the fees and expenses of the co-trustee or separate trustee will be borne by the Trust Estate.

SECTION 6.11 Eligibility: Disqualification. The Trustee shall at all times satisfy the requirements of TIA § 310(a). The Trustee shall have a combined capital and surplus of at least $50,000,000 as set forth in its most recent published annual report of condition and it shall have a long-term debt rating of BBB, or an equivalent rating, or better by the Rating Agencies. The Trustee shall comply with TIA § 310(b), including the optional provision permitted by the second sentence of TIA § 310(b)(9); provided, however, that there shall be excluded from the operation of TIA § 310(b)(1) any indenture or indentures under which other securities of the Issuer are outstanding if the requirements for such exclusion set forth in TIA § 310(b)(1) are met.

Within 90 days after ascertaining the occurrence of an Event of Default which shall not have been cured or waived, unless authorized by the Commission, the Trustee shall resign with respect to the Class A Notes, the Class B Notes, the Class C Notes, the Class D Notes and/or the Class E Notes in accordance with Section 6.8 of this Indenture, and the Issuer shall appoint a successor Trustee for each of such Classes, as applicable, so that there will be separate Trustees for the Class A Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes. In the event the Trustee fails to comply with the terms of the preceding sentence, the Trustee shall comply with clauses (ii) and (iii) of TIA Section 310(b).

In the case of the appointment hereunder of a successor Trustee with respect to any Class of Notes pursuant to this Section 6.11, the Issuer, the retiring Trustee and the successor Trustee with respect to such Class of Notes shall execute and deliver an indenture supplemental hereto wherein each successor Trustee shall accept such appointment and which (i) shall contain such provisions as shall be necessary or desirable to transfer and confirm to, and to vest in, the successor Trustee all the rights, powers, trusts and duties of the retiring Trustee with respect to the Notes of the Class to which the appointment of such successor Trustee relates, (ii) if the retiring Trustee is not retiring with respect to all Classes of Notes, shall contain such provisions as shall be deemed necessary or desirable to confirm that all the rights, powers, trusts and duties of the retiring Trustee with respect to the Notes of each Class as to which the retiring Trustee is not retiring shall continue to be vested in the Trustee and (iii) shall add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, it being understood that nothing herein or in such supplemental indenture shall constitute such Trustees co-trustees of the same trust and that each such Trustee shall be a trustee of a trust or trusts hereunder separate and apart from any trust or trusts hereunder administered by any other such Trustee; and upon the removal of the retiring Trustee shall become effective to the extent provided herein.

 

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SECTION 6.12 Preferential Collection of Claims Against Issuer. The Trustee shall comply with TIA § 311(a), excluding any creditor relationship listed in TIA § 311(b). A Trustee who has resigned or been removed shall be subject to TIA § 311(a) to the extent indicated.

SECTION 6.13 Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints The Bank of New York Mellon, as the Trust Collateral Agent with respect to the Collateral, and The Bank of New York Mellon hereby accepts such appointment and agrees to act as Trust Collateral Agent with respect to the Collateral for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Trust Collateral Agent in accordance with the provisions of this Indenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Trust Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Trustee may direct and as are specifically authorized to be exercised by the Trust Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto, including, but not limited to, the execution of any powers of attorney. The Trust Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Indenture promptly following receipt of such written instructions; provided that neither the Trustee nor the Trust Collateral Agent shall act upon its own accord or in accordance with any instructions (i) if such actions are not authorized by, or in violation of the provisions of, this Indenture, (ii) if such actions are in violation of any applicable law, rule or regulation or (iii) with respect to actions for which the Trustee has been directed to act but for which the Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Trust Collateral Agent of its express duties hereunder, except where this Indenture provides that the Trust Collateral Agent is permitted to act only following and in accordance with such instructions.

SECTION 6.14 Performance of Duties.

(a) Neither the Trust Collateral Agent nor the Trustee shall have any duties or responsibilities except those expressly set forth in this Indenture and the other Basic Documents to which the Trust Collateral Agent or the Trustee is a party or as directed by the Controlling Party in accordance with this Indenture. Neither the Trust Collateral Agent nor the Trustee shall be required to take any discretionary actions hereunder except at the written direction and with reasonable security and indemnity satisfactory to the Trust Collateral Agent or the Trustee, as applicable. The Trust Collateral Agent and the Trustee shall, and hereby agree that each will, subject to this Article, perform all of their respective duties and obligations required of it under the Sale and Servicing Agreement.

(b) The Trust Collateral Agent and the Trustee hereby covenant that it will provide prompt written notice to the Seller and the Servicer upon actual knowledge by a Responsible Officer of any instances of non-compliance by the Trust Collateral Agent or the Trustee, as applicable, with this Indenture or the other Basic Documents to which the Trust Collateral Agent or the Trustee, as applicable, is a party.

 

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SECTION 6.15 Limitation on Liability. None of the Trustee, the Trust Collateral Agent or any of their respective directors, officers or employees shall be liable for any action taken or omitted to be taken by it or them hereunder, or in connection herewith, except that the Trustee and the Trust Collateral Agent shall be liable for its own negligence, bad faith or willful misconduct; nor shall the Trustee or the Trust Collateral Agent be responsible for the validity, effectiveness, value, sufficiency or enforceability against the Issuer of this Indenture or any of the Collateral (or any part thereof). Notwithstanding any term or provision of this Indenture, neither the Trustee nor the Trust Collateral Agent shall incur any liability to the Issuer or the Issuer Secured Parties for any action taken or omitted by the Trustee or the Trust Collateral Agent in connection with the Collateral, except for the negligence, bad faith or willful misconduct on the part of the Trustee or the Trust Collateral Agent, and, further, neither the Trustee nor the Trust Collateral Agent shall incur any liability to the Issuer Secured Parties except for negligence, bad faith or willful misconduct in carrying out its duties to the Issuer Secured Parties. The Trustee and the Trust Collateral Agent shall be protected and shall incur no liability to any such party in relying upon the accuracy, acting in reliance upon the contents, and assuming the genuineness of any notice, demand, certificate, signature, instrument or other document reasonably believed by the Trustee or the Trust Collateral Agent to be genuine and to have been duly executed by the appropriate signatory, and (absent actual knowledge to the contrary by a Responsible Officer of the Trustee or the Trust Collateral Agent) neither the Trustee nor the Trust Collateral Agent shall be required to make any independent investigation with respect thereto. The Trustee and the Trust Collateral Agent shall at all times be free independently to establish to its reasonable satisfaction, but shall have no duty to independently verify, the existence or nonexistence of facts that are a condition to the exercise or enforcement of any right or remedy hereunder or under any of the Basic Documents. The Trustee and the Trust Collateral Agent may consult with counsel, and shall not be liable for any action taken or omitted to be taken by it hereunder in good faith and in accordance with the advice or opinion of such counsel. Neither the Trustee nor the Trust Collateral Agent shall be under any obligation to exercise any of the remedial rights or powers vested in it by this Indenture or to follow any direction from the Trustee (at the direction of the Noteholders) or risk its own funds or otherwise incur financial liability in the performance of any of its duties hereunder unless it shall have received reasonable security or indemnity satisfactory to the Trustee or the Trust Collateral Agent, as applicable, against the costs, expenses and liabilities which might be incurred by it.

SECTION 6.16 Reliance Upon Documents. In the absence of negligence, bad faith or willful misconduct on its part, the Trust Collateral Agent shall be entitled to conclusively rely on any communication, instrument, paper or other document reasonably believed by it to be genuine and correct and to have been signed or sent by the proper Person or Persons and shall have no liability in acting, or omitting to act, where such action or omission to act is in reasonable reliance upon any statement or opinion contained in any such document or instrument.

SECTION 6.17 Successor Trust Collateral Agent.

(a) Merger. Any Person into which the Trust Collateral Agent may be converted or merged, or with which it may be consolidated, or to which it may sell or transfer its trust business and assets as a whole or substantially as a whole, or any Person resulting from any such conversion, merger, consolidation, sale or transfer to which the Trust Collateral

 

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Agent is a party, shall (provided it is otherwise qualified to serve as the Trust Collateral Agent hereunder) be and become a successor Trust Collateral Agent hereunder and be vested with all of the title to and interest in the Collateral and all of the trusts, powers, discretions, immunities, privileges and other matters as was its predecessor without the execution or filing of any instrument or any further act, deed or conveyance on the part of any of the parties hereto, anything herein to the contrary notwithstanding, except to the extent, if any, that any such action is necessary to perfect, or continue the perfection of, the security interest of the Issuer Secured Parties in the Collateral; provided that any such successor shall also be the successor Trustee under Section 6.9.

(b) Resignation. The Trust Collateral Agent and any successor Trust Collateral Agent may resign at any time by so notifying the Issuer; provided that the Trust Collateral Agent shall not so resign unless it shall also resign as Trustee hereunder.

(c) Removal. The Trust Collateral Agent shall automatically be removed at any time that the Trustee has resigned or has been removed in accordance with Section 6.8; provided, however, if at any time the Trust Collateral Agent and the Trustee are separate entities, the Trust Collateral Agent may be removed by the Trustee at any time, with or without cause, by an instrument or concurrent instruments in writing delivered to the Trust Collateral Agent, the other Issuer Secured Party and the Issuer. A temporary successor may be removed at any time to allow a successor Trust Collateral Agent to be appointed pursuant to subsection (d) below. Any removal pursuant to the provisions of this subsection (c) shall take effect only upon the date which is the latest of (i) the effective date of the appointment of a successor Trust Collateral Agent and the acceptance in writing by such successor Trust Collateral Agent of such appointment and of its obligation to perform its duties hereunder in accordance with the provisions hereof, and (ii) receipt by the Trustee of an Opinion of Counsel to the effect described in Section 3.6.

(d) Acceptance by Successor. The Issuer shall have the sole right to appoint each successor Trust Collateral Agent. Every temporary or permanent successor Trust Collateral Agent appointed hereunder shall execute, acknowledge and deliver to its predecessor and to the Trustee, each Issuer Secured Party and the Issuer an instrument in writing accepting such appointment hereunder and the relevant predecessor shall execute, acknowledge and deliver such other documents and instruments as will effectuate the delivery of all Collateral to the successor Trust Collateral Agent, whereupon such successor, without any further act, deed or conveyance, shall become fully vested with all the estates, properties, rights, powers, duties and obligations of its predecessor. Such predecessor shall, nevertheless, on the written request of either Issuer Secured Party or the Issuer, execute and deliver an instrument transferring to such successor all the estates, properties, rights and powers of such predecessor hereunder. In the event that any instrument in writing from the Issuer or an Issuer Secured Party is reasonably required by a successor Trust Collateral Agent to more fully and certainly vest in such successor the estates, properties, rights, powers, duties and obligations vested or intended to be vested hereunder in the Trust Collateral Agent, any and all such written instruments shall, at the request of the temporary or permanent successor Trust Collateral Agent, be forthwith executed, acknowledged and delivered by the Trustee or the Issuer, as the case may be. The designation of any successor Trust Collateral Agent and the instrument or instruments removing any Trust Collateral Agent and appointing a successor

 

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hereunder, together with all other instruments provided for herein, shall be maintained with the records relating to the Collateral and, to the extent required by applicable law, filed or recorded by the successor Trust Collateral Agent in each place where such filing or recording is necessary to effect the transfer of the Collateral to the successor Trust Collateral Agent or to protect or continue the perfection of the security interests granted hereunder.

SECTION 6.18 Compensation. The Trust Collateral Agent shall not be entitled to any compensation for the performance of its duties hereunder other than the compensation it is entitled to receive in its capacity as Trustee.

SECTION 6.19 Representations and Warranties of the Trust Collateral Agent and the Issuer.

(a) The Trust Collateral Agent represents and warrants to the Issuer and to each Issuer Secured Party as follows:

(i) Due Organization. The Trust Collateral Agent is a New York banking corporation and is duly authorized and licensed under applicable law to conduct its business as presently conducted.

(ii) Corporate Power. The Trust Collateral Agent has all requisite right, power and authority to execute and deliver this Indenture and to perform all of its duties as Trust Collateral Agent hereunder.

(iii) Due Authorization. The execution and delivery by the Trust Collateral Agent of this Indenture and the other Basic Documents to which it is a party, and the performance by the Trust Collateral Agent of its duties hereunder and thereunder, have been duly authorized by all necessary corporate proceedings and no further approvals or filings, including any governmental approvals, are required for the valid execution and delivery by the Trust Collateral Agent, or the performance by the Trust Collateral Agent, of this Indenture and such other Basic Documents.

(iv) Valid and Binding Indenture. The Trust Collateral Agent has duly executed and delivered this Indenture and each other Basic Document to which it is a party, and each of this Indenture and each such other Basic Document constitutes the legal, valid and binding obligation of the Trust Collateral Agent, enforceable against the Trust Collateral Agent in accordance with its terms, except as (i) such enforceability may be limited by bankruptcy, insolvency, reorganization and similar laws relating to or affecting the enforcement of creditors’ rights generally and (ii) the availability of equitable remedies may be limited by equitable principles of general applicability.

(v) No Conflicts. The execution and delivery of each Basic Document to which it is a party by the Trust Collateral Agent and the performance by the Trust Collateral Agent of its obligations thereunder, in its capacity as Trust Collateral Agent or otherwise, do not conflict with or result in any violation of (i) any law or regulation of the United States of America governing the banking or trust powers of the Trust Collateral Agent or (ii) the articles of incorporation and by-laws of the Trust Collateral Agent.

 

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(vi) No Actions. To the best of the Trust Collateral Agent’s knowledge, there are no actions, proceedings or investigations known to the Trust Collateral Agent, either pending or threatened in writing, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality which would, if adversely determined, affect in any material respect the consummation, validity or enforceability against the Trust Collateral Agent, in its capacity as Trust Collateral Agent or otherwise, of any Basic Document.

(b) The Issuer represents and warrants that the representations and warranties set forth on the attached Schedule of Representations with respect to the Receivables as of the date hereof, and as of the Closing Date, are true and correct. Such representations and warranties speak as of the execution and delivery of this Indenture and as of the Closing Date, but shall survive the pledge of the Receivables to the Trust Collateral Agent and shall not be waived.

SECTION 6.20 Waiver of Setoffs. The Trust Collateral Agent hereby expressly waives any and all rights of setoff that the Trust Collateral Agent may otherwise at any time have under applicable law with respect to any Trust Account and agrees that amounts in the Trust Accounts shall at all times be held and applied solely in accordance with the provisions hereof and the Sale and Servicing Agreement.

ARTICLE VII

Noteholders’ Lists and Reports

SECTION 7.1 Issuer To Furnish To Trustee Names and Addresses of Noteholders . The Issuer will furnish or cause to be furnished to the Trustee and the Trust Collateral Agent (a) not more than five days after the earlier of (i) each Record Date and (ii) three months after the last Record Date, a list, in such form as the Trustee may reasonably require, of the names and addresses of the Holders as of such Record Date, (b) at such other times as the Trustee or the Trust Collateral Agent may request in writing, within 30 days after receipt by the Issuer of any such request, a list of similar form and content as of a date not more than 10 days prior to the time such list is furnished; provided, however, that so long as the Trustee is the Note Registrar, no such list shall be required to be furnished. The Trustee and the Trust Collateral Agent shall each be fully protected and have no liability for relying on any such list furnished by the Issuer.

SECTION 7.2 Preservation of Information; Communications to Noteholders.

(a) The Trustee shall preserve, in as current a form as is reasonably practicable, the names and addresses of the Holders contained in the most recent list furnished to the Trustee as provided in Section 7.1 and the names and addresses of Holders received by the Trustee in its capacity as Note Registrar. The Trustee may destroy any list furnished to it as provided in such Section 7.1 upon receipt of a new list so furnished.

 

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(b) Noteholders may communicate pursuant to TIA § 312(b) with other Noteholders with respect to their rights under this Indenture or under the Notes.

(c) The Issuer, the Trustee and the Note Registrar shall have the protection of TIA § 312(c).

SECTION 7.3 Reports by Issuer.

(a) The Issuer shall:

(i) file with the Trustee, within 15 days after the Issuer is required to file the same with the Commission, copies of the annual reports and of the information, documents and other reports (or copies of such portions of any of the foregoing as the Commission may from time to time by rules and regulations prescribe) which the Issuer may be required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act;

(ii) file with the Trustee and the Commission in accordance with rules and regulations prescribed from time to time by the Commission such additional information, documents and reports with respect to compliance by the Issuer with the conditions and covenants of this Indenture as may be required from time to time by such rules and regulations; and

(iii) supply to the Trustee (and the Trustee shall transmit by mail to all Noteholders described in TIA § 313(c)) such summaries of any information, documents and reports required to be filed by the Issuer pursuant to clauses (i) and (ii) of this Section 7.3(a) as may be required by rules and regulations prescribed from time to time by the Commission.

(b) Unless the Issuer otherwise determines, the fiscal year of the Issuer shall end on December 31 of each year.

SECTION 7.4 Reports by Trustee. If required by TIA § 313(a), within 60 days after each May 31, beginning with May 31, 2015, the Trustee shall mail to each Noteholder if required by TIA § 313(c) a brief report dated as of such date that complies with TIA § 313(a). The Trustee also shall comply with TIA § 313(b).

A copy of each report at the time of its mailing to Noteholders shall be filed by the Trustee with the Commission and each stock exchange, if any, on which the Notes are listed. The Issuer shall notify the Trustee if and when the Notes are listed on any stock exchange.

 

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ARTICLE VIII

Accounts, Disbursements and Releases

SECTION 8.1 Collection of Money. Except as otherwise expressly provided herein, the Trustee may demand payment or delivery of, and shall receive and collect, directly and without intervention or assistance of any fiscal agent or other intermediary, all money and other property payable to or receivable by the Trust Collateral Agent pursuant to this Indenture and the Sale and Servicing Agreement. The Trustee shall apply all such money received by it, or cause the Trust Collateral Agent to apply all money received by it as provided in this Indenture and the Sale and Servicing Agreement. Except as otherwise expressly provided in this Indenture or in the Sale and Servicing Agreement, if any default occurs in the making of any payment or performance under any agreement or instrument that is part of the Trust Estate, the Trustee may take such action as may be appropriate to enforce such payment or performance, including the institution and prosecution of appropriate proceedings. Any such action shall be without prejudice to any right to claim a Default or Event of Default under this Indenture and any right to proceed thereafter as provided in Article V.

SECTION 8.2 Release of Trust Estate.

(a) Subject to the payment of its fees and expenses and other amounts pursuant to Section 6.7, the Trust Collateral Agent may, and when required by the provisions of this Indenture shall, execute instruments prepared by and at the expense of the Seller to release property from the lien of this Indenture, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Trust Collateral Agent as provided in this Article VIII shall be bound to ascertain the Trust Collateral Agent’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys.

(b) The Trust Collateral Agent shall, at such time as there are no Notes outstanding and all sums due the Trustee and the Trust Collateral Agent pursuant to the Basic Documents have been paid, execute such documents as are reasonably provided to it by the Seller (which documents shall be prepared at the Seller’s expense) in order to release any remaining portion of the Trust Estate that secured the Notes from the lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds then on deposit in the Trust Accounts.

SECTION 8.3 Opinion of Counsel. The Trust Collateral Agent shall receive at least seven days’ notice when requested by the Issuer to take any action pursuant to Section 8.2(a), accompanied by copies of any instruments involved, and the Trustee shall also require as a condition to such action, an Opinion of Counsel in form and substance satisfactory to the Trustee, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all conditions precedent to the taking of such action have been complied with. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Trustee in connection with any such action.

 

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ARTICLE IX

Supplemental Indentures

SECTION 9.1 Supplemental Indentures Without Consent of Noteholders.

(a) Without the consent of the Holders of any Notes and with prior notice to the Rating Agencies by the Issuer, as evidenced to the Trustee, the Issuer and the Trustee, when authorized by an Issuer Order, at any time and from time to time, may enter into one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to the Trustee, for any of the following purposes:

(i) to correct or amplify the description of any property at any time subject to the lien of this Indenture, or better to assure, convey and confirm unto the Trust Collateral Agent any property subject or required to be subjected to the lien of this Indenture, or to subject to the lien of this Indenture additional property;

(ii) to evidence the succession, in compliance with the applicable provisions hereof, of another person to the Issuer, and the assumption by any such successor of the covenants of the Issuer herein and in the Notes contained;

(iii) to add to the covenants of the Issuer, for the benefit of the Holders of the Notes, or to surrender any right or power herein conferred upon the Issuer;

(iv) to convey, transfer, assign, mortgage or pledge any property to or with the Trust Collateral Agent;

(v) to cure any ambiguity, to correct or supplement any provision herein or in any supplemental indenture which may be inconsistent with any other provision herein or in any supplemental indenture or to make any other provisions with respect to matters or questions arising under this Indenture or in any supplemental indenture; provided that such action shall not adversely affect the interests of the Holders of the Notes;

(vi) to evidence and provide for the acceptance of the appointment hereunder by a successor trustee with respect to the Notes and to add to or change any of the provisions of this Indenture as shall be necessary to facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Article VI; or

(vii) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the TIA or under any similar federal statute hereafter enacted and to add to this Indenture such other provisions as may be expressly required by the TIA.

 

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The Trustee is hereby authorized to join in the execution of any such supplemental indenture and to make any further appropriate agreements and stipulations that may be therein contained.

(b) The Issuer and the Trustee, when authorized by an Issuer Order, may, also without the consent of any of the Holders of the Notes but with prior notice to the Rating Agencies by the Issuer, as evidenced to the Trustee, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Holders of the Notes under this Indenture; provided, however, that such action shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Noteholder.

SECTION 9.2 Supplemental Indentures with Consent of Noteholders. The Issuer and the Trustee, when authorized by an Issuer Order, also may, with prior notice to the Rating Agencies by the Issuer, and with the consent of the Majority Noteholders, by Act of such Holders delivered to the Issuer and the Trustee, enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Indenture or of modifying in any manner the rights of the Holders of the Notes under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the Holder of each Outstanding Note affected thereby:

(i) change the date of payment of any installment of principal of or interest on any Note, or reduce the principal amount thereof, the interest rate thereon or the Redemption Price with respect thereto, change the provision of this Indenture relating to the application of collections on, or the proceeds of the sale of, the Trust Estate to payment of principal of or interest on the Notes, or change any place of payment where, or the coin or currency in which, any Note or the interest thereon is payable;

(ii) impair the right to institute suit for the enforcement of the provisions of this Indenture requiring the application of funds available therefor, as provided in Article V, to the payment of any such amount due on the Notes on or after the respective due dates thereof (or, in the case of redemption, on or after the Redemption Date);

(iii) reduce the percentage of the Outstanding Amount of the Notes, the consent of the Holders of which is required for any such supplemental indenture, or the consent of the Holders of which is required for any waiver of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences provided for in this Indenture;

(iv) modify or alter the provisions of the proviso to the definition of the term “Outstanding” or the term “Majority Noteholders”;

 

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(v) reduce the percentage of the Outstanding Amount of the Notes required to direct the Trustee to direct the Issuer to sell or liquidate the Trust Estate pursuant to Section 5.4;

(vi) modify any provision of this Section except to increase any percentage specified herein or to provide that certain additional provisions of this Indenture or the Basic Documents cannot be modified or waived without the consent of the Holder of each Outstanding Note affected thereby;

(vii) modify any of the provisions of this Indenture in such manner as to affect the calculation of the amount of any payment of interest or principal due on any Note on any Distribution Date (including, in all cases, the calculation of any of the individual components of such calculation) or to affect the rights of the Noteholders to the benefit of any provisions for the mandatory redemption of the Notes contained herein; or

(viii) permit the creation of any lien ranking prior to or on a parity with the lien of this Indenture with respect to any part of the Trust Estate or, except as otherwise permitted or contemplated herein or in any of the Basic Documents, terminate the lien of this Indenture on any property at any time subject hereto or deprive the Holder of any Note of the security provided by the lien of this Indenture.

The Trustee may determine whether or not any Notes would be affected by any supplemental indenture and any such determination shall be conclusive upon the Holders of all Notes, whether theretofore or thereafter authenticated and delivered hereunder. The Trustee shall not be liable for any such determination made in good faith.

It shall not be necessary for any Act of Noteholders under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such Act shall approve the substance thereof.

Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to this Section, the Trustee shall mail to the Holders of the Notes to which such amendment or supplemental indenture relates a notice setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.

SECTION 9.3 Execution of Supplemental Indentures. In executing, or permitting the additional trusts created by, any supplemental indenture permitted by this Article IX or the amendments or modifications thereby of the trusts created by this Indenture, the Trustee and the Trust Collateral Agent shall be entitled to receive and shall be fully protected in relying upon, an Opinion of Counsel stating that the execution of such supplemental indenture is authorized or permitted by this Indenture. The Trustee may, but shall not be obligated to, enter into any such supplemental indenture that affects the Trustee’s own rights, duties, liabilities or immunities under this Indenture or otherwise.

 

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SECTION 9.4 Effect of Supplemental Indenture. Upon the execution of any supplemental indenture pursuant to the provisions hereof, this Indenture shall be and be deemed to be modified and amended in accordance therewith with respect to the Notes affected thereby, and the respective rights, limitations of rights, obligations, duties, liabilities and immunities under this Indenture of the Trustee, the Issuer and the Holders of the Notes shall thereafter be determined, exercised and enforced hereunder subject in all respects to such modifications and amendments, and all the terms and conditions of any such supplemental indenture shall be and be deemed to be part of the terms and conditions of this Indenture for any and all purposes.

SECTION 9.5 Conformity With Trust Indenture Act. Every amendment of this Indenture and every supplemental indenture executed pursuant to this Article IX shall conform to the requirements of the Trust Indenture Act as then in effect so long as this Indenture shall then be qualified under the Trust Indenture Act.

SECTION 9.6 Reference in Notes to Supplemental Indentures. Notes authenticated and delivered after the execution of any supplemental indenture pursuant to this Article IX may, and if required by the Trustee shall, bear a notation in form approved by the Trustee as to any matter provided for in such supplemental indenture. If the Issuer or the Trustee shall so determine, new Notes so modified as to conform, in the opinion of the Trustee and the Issuer, to any such supplemental indenture may be prepared and executed by the Issuer and authenticated and delivered by the Trustee in exchange for Outstanding Notes.

ARTICLE X

Redemption of Notes

SECTION 10.1 Redemption.

(a) The Notes shall be redeemed in whole, but not in part, on any Distribution Date on which the Servicer or Seller exercises its option to purchase the Trust Estate pursuant to Section 10.1(a) of the Sale and Servicing Agreement, for a purchase price equal to the Redemption Price; provided, however, that no such redemption may be effected unless the Issuer has available funds sufficient to pay the Redemption Price on such Distribution Date. The Servicer or the Issuer shall furnish the Rating Agencies notice of such redemption. If the Notes are to be redeemed pursuant to this Section 10.1(a), the Servicer or the Issuer shall furnish notice of such election to the Trustee not later than 25 days prior to the Redemption Date and the Issuer shall deposit with the Trustee in the Collection Account the amount required to be so deposited pursuant to Section 10.1(a) of the Sale and Servicing Agreement, whereupon all outstanding Notes shall be due and payable on the Redemption Date subject to the furnishing of a notice complying with Section 10.2 to each Holder of Notes.

(b) In the event that the assets of the Trust are distributed pursuant to Section 8.1 of the Trust Agreement, all amounts on deposit in the Note Distribution Account shall be paid to the Noteholders up to the Outstanding Amount of the Notes and all accrued and unpaid interest thereon. If amounts are to be paid to Noteholders pursuant to this Section 10.1(b), the Servicer or the Issuer shall, to the extent practicable, furnish notice of such event to the Trustee not later than 45 days prior to the Redemption Date whereupon all such amounts shall be payable on the Redemption Date.

 

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SECTION 10.2 Form of Redemption. (a) Notice of redemption under Section 10.1(a) shall be given by the Trustee by facsimile or by first-class mail, postage prepaid, transmitted or mailed prior to the applicable Redemption Date to each Holder of Notes, as of the close of business on the Record Date preceding the applicable Redemption Date, at such Holder’s address appearing in the Note Register.

All notices of redemption shall state:

(i) the Redemption Date;

(ii) the Redemption Price;

(iii) that the Record Date otherwise applicable to such Redemption Date is not applicable and that payments shall be made only upon presentation and surrender of such Notes and the place where such Notes are to be surrendered for payment of the Redemption Price (which shall be the office or agency of the Issuer to be maintained as provided in Section 3.2); and

(iv) that interest on the Notes shall cease to accrue on the Redemption Date.

(b) Notice of redemption of the Notes shall be given by the Trustee in the name and at the expense of the Issuer. Failure to give notice of redemption, or any defect therein, to any Holder of any Note shall not impair or affect the validity of the redemption of any other Note.

(c) Prior notice of redemption under Section 10.1(b) is not required to be given to the Noteholders.

SECTION 10.3 Notes Payable on Redemption Date. The Notes to be redeemed shall, following notice of redemption, as required by Section 10.2 (in the case of redemption pursuant to Section 10.1(a)), on the Redemption Date become due and payable at the Redemption Price and (unless the Issuer shall default in the payment of the Redemption Price) no interest shall accrue on the Redemption Price for any period after the date to which accrued interest is calculated for purposes of calculating the Redemption Price.

ARTICLE XI

Miscellaneous

SECTION 11.1 Compliance Certificates and Opinions, etc.

(a) Upon any application or request by the Issuer to the Trustee or the Trust Collateral Agent to take any action under any provision of this Indenture, the Issuer shall furnish to the Trustee or the Trust Collateral Agent, as the case may be, (1) an Officer’s Certificate signed by an Authorized Officer of the Servicer stating that all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with, (2) an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent, if any, have been complied with and (3) (if required by the TIA) an

 

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Independent Certificate from a firm of certified public accountants meeting the applicable requirements of this Section, except that, in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture, no additional certificate or opinion need be furnished.

Every certificate or opinion with respect to compliance with a condition or covenant provided for in this Indenture shall include:

(i) a statement that each signatory of such certificate or opinion has read or has caused to be read such covenant or condition and the definitions herein relating thereto;

(ii) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such certificate or opinion are based;

(iii) a statement that, in the opinion of each such signatory, such signatory has made such examination or investigation as is necessary to enable such signatory to express an informed opinion as to whether or not such covenant or condition has been complied with; and

(iv) a statement as to whether, in the opinion of each such signatory such condition or covenant has been complied with.

(b) (i) Prior to the deposit of any Collateral or other property or securities with the Trust Collateral Agent that is to be made the basis for the release of any property or securities subject to the lien of this Indenture, the Issuer shall, in addition to any obligation imposed in Section 11.1(a) or elsewhere in this Indenture, furnish to the Trust Collateral Agent an Officer’s Certificate signed by an Authorized Officer of the Servicer certifying or stating the opinion of each person signing such certificate as to the fair value (within 90 days of such deposit) to the Issuer of the Collateral or other property or securities to be so deposited.

(ii) Whenever the Issuer is required to furnish to the Trust Collateral Agent an Officer’s Certificate certifying or stating the opinion of any signer thereof as to the matters described in clause (i) above, the Issuer shall also deliver to the Trust Collateral Agent an Independent Certificate as to the same matters, if the fair value to the Issuer of the securities to be so deposited and of all other such securities made the basis of any such withdrawal or release since the commencement of the then-current fiscal year of the Issuer, as set forth in the certificates delivered pursuant to clause (i) above and this clause (ii), is 10% or more of the Outstanding Amount of the Notes, but such a certificate need not be furnished with respect to any securities so deposited, if the fair value thereof to the Issuer as set forth in the related Officer’s Certificate is less than $25,000 or less than 1% percent of the Outstanding Amount of the Notes.

(iii) Other than with respect to the release of any Purchased Receivables, Sold Receivables or Liquidated Receivables, whenever any property or securities are to be released from the lien of this Indenture, the Issuer shall also furnish to the Trust

 

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Collateral Agent an Officer’s Certificate signed by an Authorized Officer of the Servicer certifying or stating the opinion of each person signing such certificate as to the fair value (within 90 days of such release) of the property or securities proposed to be released and stating that in the opinion of such person the proposed release will not impair the security under this Indenture in contravention of the provisions hereof.

(iv) Whenever the Issuer is required to furnish to the Trustee an Officer’s Certificate certifying or stating the opinion of any signer thereof as to the matters described in clause (iii) above, the Issuer shall also furnish to the Trust Collateral Agent an Independent Certificate as to the same matters if the fair value of the property or securities and of all other property other than Purchased Receivables, Sold Receivables and Defaulted Receivables, or securities released from the lien of this Indenture since the commencement of the then current calendar year, as set forth in the certificates required by clause (iii) above and this clause (iv), equals 10% or more of the Outstanding Amount of the Notes, but such certificate need not be furnished in the case of any release of property or securities if the fair value thereof as set forth in the related Officer’s Certificate is less than $25,000 or less than 1 percent of the then Outstanding Amount of the Notes.

(v) Notwithstanding Section 2.9 or any other provision of this Section, the Issuer may (A) collect, liquidate, sell or otherwise dispose of Receivables as and to the extent permitted or required by the Basic Documents and (B) make cash payments out of the Trust Accounts as and to the extent permitted or required by the Basic Documents.

SECTION 11.2 Form of Documents Delivered to Trustee. In any case where several matters are required to be certified by, or covered by an opinion of, any specified Person, it is not necessary that all such matters be certified by, or covered by the opinion of, only one such Person, or that they be so certified or covered by only one document, but one such Person may certify or give an opinion with respect to some matters and one or more other such Persons as to other matters, and any such Person may certify or give an opinion as to such matters in one or several documents.

Any certificate or opinion of an Authorized Officer of the Issuer may be based, insofar as it relates to legal matters, upon a certificate or opinion of, or representations by, counsel, unless such officer knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to the matters upon which his or her certificate or opinion is based are erroneous. Any such certificate of an Authorized Officer or Opinion of Counsel may be based, insofar as it relates to factual matters, upon a certificate or opinion of, or representations by, an officer or officers of the Servicer, the Seller or the Issuer, stating that the information with respect to such factual matters is in the possession of the Servicer, the Seller or the Issuer, unless such counsel knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to such matters are erroneous.

Where any Person is required to make, give or execute two or more applications, requests, consents, certificates, statements, opinions or other instruments under this Indenture, they may, but need not, be consolidated and form one instrument.

 

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Whenever in this Indenture, in connection with any application or certificate or report to the Trustee, it is provided that the Issuer shall deliver any document as a condition of the granting of such application, or as evidence of the Issuer’s compliance with any term hereof, it is intended that the truth and accuracy, at the time of the granting of such application or at the effective date of such certificate or report (as the case may be), of the facts and opinions stated in such document shall in such case be conditions precedent to the right of the Issuer to have such application granted or to the sufficiency of such certificate or report. The foregoing shall not, however, be construed to affect the Trustee’s right to rely upon the truth and accuracy of any statement or opinion contained in any such document as provided in Article VI.

SECTION 11.3 Acts of Noteholders.

(a) Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by Noteholders may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Noteholders in person or by agents duly appointed in writing; and except as herein otherwise expressly provided such action shall become effective when such instrument or instruments are delivered to the Trustee, and, where it is hereby expressly required, to the Issuer. Such instrument or instruments (and the action embodied therein and evidenced thereby) are herein sometimes referred to as the “Act” of the Noteholders signing such instrument or instruments. Proof of execution of any such instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture and (subject to Section 6.1) conclusive in favor of the Trustee and the Issuer, if made in the manner provided in this Section. In the event the Trustee shall receive conflicting or inconsistent requests and indemnity from two or more groups of Noteholders, each representing less than a majority of the Outstanding Amount of the Notes or the Majority Noteholders, the Trustee in its sole discretion may determine what action, if any, shall be taken, notwithstanding any other provisions of this Indenture.

(b) The fact and date of the execution by any person of any such instrument or writing may be proved in any customary manner of the Trustee.

(c) The ownership of Notes shall be proved by the Note Register.

(d) Any request, demand, authorization, direction, notice, consent, waiver or other action by the Holder of any Notes shall bind the Holder of every Note issued upon the registration thereof or in exchange therefor or in lieu thereof, in respect of anything done, omitted or suffered to be done by the Trustee or the Issuer in reliance thereon, whether or not notation of such action is made upon such Note.

SECTION 11.4 Notices, etc., to Trustee, Issuer and Rating Agencies. Any request, demand, authorization, direction, notice, consent, waiver or Act of Noteholders or other documents provided or permitted by this Indenture to be made upon, given or furnished to or filed with:

(a) The Trustee by any Noteholder or by the Issuer shall be personally delivered, delivered by overnight courier or mailed certified mail, return receipt requested and shall be deemed to have been duly given upon receipt to the Trustee at its applicable Corporate Trust Office, or

 

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(b) The Issuer by the Trustee or by any Noteholder shall be personally delivered, delivered by overnight courier or mailed certified mail, return receipt requested and shall deemed to have been duly given upon receipt to the Issuer addressed to: AmeriCredit Automobile Receivables Trust 2015-1, in care of Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001, Attention: Corporate Trust Administration, with a copy to AmeriCredit Automobile Receivables Trust 2015-1, c/o AmeriCredit Financial Services, Inc., 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102, Attention: Chief Financial Officer, or at any other address previously furnished in writing to the Trustee by Issuer. The Issuer shall promptly transmit any notice received by it from the Noteholders to the Trustee.

(c) Notices required to be given to the Rating Agencies shall be provided by the Issuer in writing, personally delivered, electronically delivered, delivered by overnight courier or mailed certified mail, return receipt requested to (i) in the case of DBRS, at the following address: DBRS, Inc., 140 Broadway, 35th floor, New York, New York, 10005, Attention: ABS Surveillance, or via electronic delivery to ABS_Surveillance@dbrs.com, or (ii) in the case of Moody’s, at the following address: Moody’s Investors Service, Inc., 7 World Trade Center at 250 Greenwich Street, Asset Finance Group, 24th floor, New York, New York 10007; or as to each of the foregoing, at such other address as shall be designated by written notice to the other parties.

SECTION 11.5 Notices to Noteholders; Waiver. Where this Indenture provides for notice to Noteholders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and mailed, first-class, postage prepaid to each Noteholder affected by such event, at his address as it appears on the Note Register, not later than the latest date, and not earlier than the earliest date, prescribed for the giving of such notice. In any case where notice to Noteholders is given by mail, neither the failure to mail such notice nor any defect in any notice so mailed to any particular Noteholder shall affect the sufficiency of such notice with respect to other Noteholders, and any notice that is mailed in the manner here in provided shall conclusively be presumed to have been duly given.

Where this Indenture provides for notice in any manner, such notice may be waived in writing by any Person entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Noteholders shall be filed with the Trustee but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such a waiver.

In case, by reason of the suspension of regular mail service as a result of a strike, work stoppage or similar activity, it shall be impractical to mail notice of any event to Noteholders when such notice is required to be given pursuant to any provision of this Indenture, then any manner of giving such notice as shall be satisfactory to the Trustee shall be deemed to be a sufficient giving of such notice.

 

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Where this Indenture provides for notice to the Rating Agencies, failure to give such notice shall not affect any other rights or obligations created hereunder, and shall not under any circumstance constitute a Default or Event of Default.

SECTION 11.6 [Reserved]

SECTION 11.7 Conflict with Trust Indenture Act. If any provision hereof limits, qualifies or conflicts with another provision hereof that is required to be included in this Indenture by any of the provisions of the Trust Indenture Act, such required provision shall control.

The provisions of TIA §§ 310 through 317 that impose duties on any person (including the provisions automatically deemed included herein unless expressly excluded by this Indenture) are a part of and govern this Indenture, whether or not physically contained herein.

SECTION 11.8 Effect of Headings and Table of Contents. The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof.

SECTION 11.9 Successors and Assigns. All covenants and agreements in this Indenture and the Notes by the Issuer shall bind its successors and assigns, whether so expressed or not. All agreements of the Trustee in this Indenture shall bind its successors. All agreements of the Trust Collateral Agent in this Indenture shall bind its successors.

SECTION 11.10 Separability. In case any provision in this Indenture or in the Notes shall be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

SECTION 11.11 Benefits of Indenture. Nothing in this Indenture or in the Notes, express or implied, shall give to any Person, other than the parties hereto and their successors hereunder, the Noteholders, and any other party secured hereunder, and any other person with an Ownership interest in any part of the Trust Estate, any benefit or any legal or equitable right, remedy or claim under this Indenture.

SECTION 11.12 Legal Holidays. In any case where the date on which any payment is due shall not be a Business Day, then (notwithstanding any other provision of the Notes or this Indenture) payment need not be made on such date, but may be made on the next succeeding Business Day with the same force and effect as if made on the date on which nominally due, and no interest shall accrue for the period from and after any such nominal date.

SECTION 11.13 GOVERNING LAW. THIS INDENTURE SHALL BE CONSTRUED IN ACCORDANCE WITH, AND THIS INDENTURE AND ALL MATTERS ARISING OUT OF OR RELATING IN ANY WAY TO THIS INDENTURE SHALL BE, GOVERNED BY THE LAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW).

 

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SECTION 11.14 Counterparts. This Indenture may be executed in any number of counterparts, each of which so executed shall be deemed to be an original regardless of whether delivered in physical or electronic form, but all such counterparts shall together constitute but one and the same instrument.

SECTION 11.15 Recording of Indenture. If this Indenture is subject to recording in any appropriate public recording offices, such recording is to be effected by the Issuer and at its expense accompanied by an Opinion of Counsel (which may be counsel to the Trustee or any other counsel reasonably acceptable to the Trustee) to the effect that such recording is necessary either for the protection of the Noteholders or any other person secured hereunder or for the enforcement of any right or remedy granted to the Trustee or the Trust Collateral Agent under this Indenture.

SECTION 11.16 Trust Obligation. No recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under this Indenture, any other Basic Document or any certificate or other writing delivered in connection herewith or therewith, against (i) the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, (ii) any owner of a beneficial interest in the Issuer or (iii) any partner, owner, beneficiary, agent, officer, director, employee or agent of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity.

SECTION 11.17 No Petition. The Trustee and the Trust Collateral Agent, by entering into this Indenture, and each Noteholder, by accepting a Note, hereby covenant and agree that they will not at any time institute against the Seller, or the Issuer, or join in any institution against the Seller, or the Issuer of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any United States federal or State bankruptcy or similar law in connection with any obligations relating to the Notes, this Indenture or any of the Basic Documents.

SECTION 11.18 Inspection. The Issuer agrees that, on reasonable prior notice, it will permit any representative of the Trustee, during the Issuer’s normal business hours, to examine all the books of account, records, reports, and other papers of the Issuer, to make copies and extracts therefrom, to cause such books to be audited by independent certified public accountants, and to discuss the Issuer’s affairs, finances and accounts with the Issuer’s officers, employees, and independent certified public accountants, all at such reasonable times and as often as may be reasonably requested. Notwithstanding anything herein to the contrary, the foregoing shall not be construed to prohibit (i) disclosure of any and all information that is or becomes publicly known, (ii) disclosure of any and all information (A) if required to do so by

 

68


any applicable statute, law, rule or regulation, (B) to any government agency or regulatory body having or claiming authority to regulate or oversee any respects of the Trustee’s business or that of its affiliates, (C) pursuant to any subpoena, civil investigative demand or similar demand or request of any court, regulatory authority, arbitrator or arbitration to which the Trustee or an affiliate or an officer, director, employer or shareholder thereof is a party, (D) in any preliminary or final offering circular, registration statement or contract or other document pertaining to the transactions contemplated by this Indenture approved in advance by the Servicer or the Issuer or (E) to any independent or internal auditor, agent, employee or attorney of the Trustee having a need to know the same, provided that the Trustee advises such recipient of the confidential nature of the information being disclosed, or (iii) any other disclosure authorized by the Servicer or the Issuer.

SECTION 11.19 Submission to Jurisdiction; Waiver of Jury Trial. Each of the parties hereto hereby irrevocably and unconditionally:

(a) submits for itself and its property in any legal action relating to this Indenture, the Basic Documents or any other documents executed and delivered in connection herewith, or for recognition and enforcement of any judgment in respect thereof, to the nonexclusive general jurisdiction of the courts of the State of New York, the courts of the United States of America for the Southern District of New York and appellate courts from any thereof;

(b) that any such action may be brought in such courts and waives any objection that it may now or hereafter have to the venue of such action in any such court or that such action was brought in an inconvenient court and agrees not to plead or claim the same; and

(c) waives, to the fullest extent permitted by law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Indenture, the Basic Documents or the transactions contemplated hereby.

SECTION 11.20 No Partnership or Joint Venture. Nothing herein contained shall constitute a partnership between or joint venture by the parties hereto or constitute either party the agent of the other. Neither party shall hold itself out contrary to the terms of this Section and neither party shall become liable by any representation, act or omission of the other contrary to the provisions hereof.

SECTION 11.21 Limitation of Liability of the Owner Trustee. It is expressly understood and agreed by the parties hereto that (a) this Indenture is executed and delivered by Wilmington Trust Company, not individually or personally but solely as trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, (b) each of the representations, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, undertakings and agreements by Wilmington Trust Company but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust Company, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming

 

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by, through or under the parties hereto, (d) Wilmington Trust Company has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer in this Indenture and (e) under no circumstances shall Wilmington Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Indenture or any other related documents.

[Remainder of Page Intentionally Left Blank]

 

70


IN WITNESS WHEREOF, the Issuer and the Trustee have caused this Indenture to be duly executed by their respective officers, hereunto duly authorized, all as of the day and year first above written.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1,
By:   WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee
By:  

 

Name:
Title:
THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee and Trust Collateral Agent
By:  

 

Name:
Title:

 

 

[Indenture]


EXHIBIT A-1

 

REGISTERED    $156,000,000

No. RB A-1

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AA9

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS A-1 0.30000% ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of ONE HUNDRED FIFTY-SIX MILLION DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $156,000,000 and the denominator of which is $156,000,000 by (ii) the aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class A-1 Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the Distribution Date occurring on January 8, 2016 (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate per annum shown above on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year and the actual number of days in the related Interest Period. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.


The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.

Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

 

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IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:
Title:

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015   THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

A-1-3


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class A-1 0.30000% Asset Backed Notes (herein called the “Class A-1 Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class A-1 Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class A-1 Notes shall be made pro rata to the Class A-1 Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any one or more Predecessor Notes) effected by any payments made on any Distribution Date shall be binding upon all future Holders of this Note and of any Note issued upon the registration of

 

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transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class A-1 Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing that either (a) it is not a Benefit Plan Entity or (b) it is a Benefit Plan Entity and its acquisition, holding and disposition of this Note is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law). If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein that is a Benefit Plan Entity shall be deemed to represent that its acquisition, holding and disposition of this Note or any beneficial interest herein is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law).

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or

 

A-1-5


employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

 

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No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

A-1-7


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto

 

 

  (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated

 

 

  1   

 

       Signature Guaranteed:

 

    

 

 

1  NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

A-1-8


EXHIBIT A-2

 

REGISTERED    $100,000,000

No. RB A-2-A

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AB7

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS A-2-A 0.77% ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of ONE HUNDRED MILLION DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $100,000,000 and the denominator of which is $100,000,000 by (ii) the aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class A-2-A Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the April 9, 2018 Distribution Date (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate per annum shown above on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.


The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.

Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

 

A-2-2


IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:
Title:

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015   THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

A-2-3


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class A-2-A 0.77% Asset Backed Notes (herein called the “Class A-2-A Notes” and together with the Class A-2-B Notes, the “Class A-2 Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class A-2-A Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month. The term “Distribution Date,” shall be deemed to include the Final Scheduled Distribution Date.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class A-2-A Notes shall be made pro rata to the Class A-2-A Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any

 

A-2-4


one or more Predecessor Notes) effected by any payments made on any Distribution Date shall be binding upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class A-2-A Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing that either (a) it is not a Benefit Plan Entity or (b) it is a Benefit Plan Entity and its acquisition, holding and disposition of this Note is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law). If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein that is a Benefit Plan Entity shall be deemed to represent that its acquisition, holding and disposition of this Note or any beneficial interest herein is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law).

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the

 

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Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

 

A-2-6


No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

A-2-7


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto

 

 

  (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated

 

 

  1   

 

      

Signature Guaranteed:

 

    

 

 

1  NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

A-2-8


EXHIBIT A-3

 

REGISTERED    $235,000,000

No. RB A-2-B

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AC5

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS A-2-B FLOATING RATE ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of TWO HUNDRED THIRTY FIVE MILLION DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $235,000,000 and the denominator of which is $235,000,000 by (ii) the aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class A-2-B Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the April 9, 2018 Distribution Date (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate of LIBOR + 0.42% per annum on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year and the actual number of days in the related Interest Period. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.


The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.

Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

 

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IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:
Title:

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015   THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

A-3-3


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class A-2-B Floating Rate Asset Backed Notes (herein called the “Class A-2-B Notes” and together with the Class A-2-A Notes, the “Class A-2 Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class A-2-B Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month. The term “Distribution Date,” shall be deemed to include the Final Scheduled Distribution Date.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class A-2-B Notes shall be made pro rata to the Class A-2-B Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any

 

A-3-4


one or more Predecessor Notes) effected by any payments made on any Distribution Date shall be binding upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class A-2-B Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing that either (a) it is not a Benefit Plan Entity or (b) it is a Benefit Plan Entity and its acquisition, holding and disposition of this Note is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law). If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein that is a Benefit Plan Entity shall be deemed to represent that its acquisition, holding and disposition of this Note or any beneficial interest herein is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law).

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the

 

A-3-5


Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

 

A-3-6


No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

A-3-7


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto

 

 

  (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated

 

 

  1   

 

      

Signature Guaranteed:

 

    

 

 

1  NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

A-3-8


EXHIBIT A-4

 

REGISTERED    $292,390,000

No. RB A-3

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AD3

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS A-3 1.26% ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of TWO HUNDRED NINETY-TWO MILLION THREE HUNDRED NINTEY THOUSAND DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $292,390,000 and the denominator of which is $292,390,000 by (ii) the aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class A-3 Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the November 8, 2019 Distribution Date (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate per annum shown above on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.


The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.

Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

 

A-4-2


IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:
Title:

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015   THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

A-4-3


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class A-3 1.26% Asset Backed Notes (herein called the “Class A-3 Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class A-3 Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month. The term “Distribution Date,” shall be deemed to include the Final Scheduled Distribution Date.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class A-3 Notes shall be made pro rata to the Class A-3 Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any one or more Predecessor Notes) effected by any payments made on any Distribution Date shall

 

A-4-4


be binding upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class A-3 Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing that either (a) it is not a Benefit Plan Entity or (b) it is a Benefit Plan Entity and its acquisition, holding and disposition of this Note is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law). If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein that is a Benefit Plan Entity shall be deemed to represent that its acquisition, holding and disposition of this Note or any beneficial interest herein is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law).

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a

 

A-4-5


beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

 

A-4-6


No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

A-4-7


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto

 

 

  (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated

 

 

  1   

 

      

Signature Guaranteed:

 

    

 

 

 

1  NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

A-4-8


EXHIBIT B

 

REGISTERED    $84,390,000

No. RB B

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AE1

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS B 1.88% ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of EIGHTY-FOUR MILLION THREE HUNDRED NINETY THOUSAND DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $84,390,000 and the denominator of which is $84,390,000 by (ii) the aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class B Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the March 9, 2020 Distribution Date (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate per annum shown above on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.


The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.

Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

 

B-2


IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:
Title:

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015   THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

B-3


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class B 1.88% Asset Backed Notes (herein called the “Class B Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class B Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month. The term “Distribution Date,” shall be deemed to include the Final Scheduled Distribution Date.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class B Notes shall be made pro rata to the Class B Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any one or more Predecessor Notes) effected by any payments made on any Distribution Date shall

 

B-4


be binding upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class B Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing that either (a) it is not a Benefit Plan Entity or (b) it is a Benefit Plan Entity and its acquisition, holding and disposition of this Note is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law). If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein that is a Benefit Plan Entity shall be deemed to represent that its acquisition, holding and disposition of this Note or any beneficial interest herein is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law).

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a

 

B-5


beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

 

B-6


No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

B-7


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto

 

 

  (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated

 

 

  1   

 

      

Signature Guaranteed:

 

    

 

 

1  NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

B-8


EXHIBIT C

 

REGISTERED    $104,760,000

No. RB C

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AF8

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS C 2.51% ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of ONE HUNDRED FOUR MILLION SEVEN HUNDRED SIXTY THOUSAND DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $104,760,000 and the denominator of which is $104,760,000 by (ii) the aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class C Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the January 8, 2021 Distribution Date (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate per annum shown above on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.

The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.


Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

 

C-2


IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:

 

Title:

 

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015

  THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

C-3


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class C 2.51% Asset Backed Notes (herein called the “Class C Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class C Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month. The term “Distribution Date,” shall be deemed to include the Final Scheduled Distribution Date.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class C Notes shall be made pro rata to the Class C Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any one or more Predecessor Notes) effected by any payments made on any Distribution Date shall

 

C-4


be binding upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class C Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing that either (a) it is not a Benefit Plan Entity or (b) it is a Benefit Plan Entity and its acquisition, holding and disposition of this Note is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law). If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein that is a Benefit Plan Entity shall be deemed to represent that its acquisition, holding and disposition of this Note or any beneficial interest herein is covered by a Prohibited Transaction Class Exemption or the Statutory Exemption (or, if it is subject to any Similar Law, such acquisition, holding and disposition will not violate such Similar Law).

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a

 

C-5


beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

 

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No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

C-7


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto                                                                      

                                                                                                                                                        (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated

 

 

  1   

 

       Signature Guaranteed:

 

    

 

 

1  NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

C-8


EXHIBIT D

 

REGISTERED    $103,020,000

No. RB D

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AG6

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THIS NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES OR BLUE SKY LAWS OF ANY STATE IN THE UNITED STATES OR ANY FOREIGN SECURITIES LAWS. BY ITS ACCEPTANCE OF THIS NOTE THE HOLDER OF THIS NOTE IS DEEMED TO REPRESENT TO AFS SENSUB CORP. (THE “SELLER”) AND THE OWNER TRUSTEE THAT IT (I) IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT (A “QIB”) AND IS ACQUIRING SUCH NOTE FOR ITS OWN ACCOUNT (AND NOT FOR THE ACCOUNT OF OTHERS) OR AS A FIDUCIARY OR AGENT FOR OTHERS (WHICH OTHERS ALSO ARE QIBS) TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (II) IS AN “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501 UNDER THE SECURITIES ACT (AN “ACCREDITED INVESTOR”) AND IS ACQUIRING SUCH NOTE FOR ITS OWN ACCOUNT (AND NOT FOR THE ACCOUNT OF OTHERS) OR AS A FIDUCIARY OR AGENT FOR OTHERS (WHICH OTHERS ALSO ARE ACCREDITED INVESTORS) OR (III) IS OTHERWISE ACQUIRING THIS NOTE IN A TRANSACTION EXEMPT FROM THE SECURITIES ACT.

NO SALE, PLEDGE OR OTHER TRANSFER OF THIS NOTE MAY BE MADE BY ANY PERSON UNLESS (I) SUCH SALE, PLEDGE OR OTHER TRANSFER IS MADE TO THE SELLER, (II) SO LONG AS THIS NOTE IS ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE SECURITIES ACT, SUCH SALE, PLEDGE OR OTHER TRANSFER IS MADE TO A PERSON WHOM THE TRANSFEROR REASONABLY BELIEVES AFTER DUE INQUIRY IS A QIB ACTING FOR ITS OWN ACCOUNT (AND NOT FOR THE ACCOUNT OF OTHERS) OR AS A FIDUCIARY OR AGENT FOR OTHERS (WHICH OTHERS ALSO ARE QIBS) TO WHOM NOTICE IS GIVEN THAT THE SALE, PLEDGE OR TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (III) SUCH SALE, PLEDGE OR OTHER TRANSFER IS OTHERWISE


MADE IN A TRANSFER EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, IN WHICH CASE (A) THE ISSUER SHALL REQUIRE THAT BOTH THE PROSPECTIVE TRANSFEROR AND THE PROSPECTIVE TRANSFEREE CERTIFY TO THE ISSUER AND THE SELLER IN WRITING THE FACTS SURROUNDING SUCH TRANSFER, WHICH CERTIFICATION SHALL BE IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER AND THE SELLER, AND (B) THE ISSUER SHALL REQUIRE A WRITTEN OPINION OF COUNSEL (WHICH SHALL NOT BE AT THE EXPENSE OF THE ISSUER, THE SELLER OR THE OWNER TRUSTEE) SATISFACTORY TO THE SELLER AND THE ISSUER TO THE EFFECT THAT SUCH TRANSFER WILL NOT VIOLATE THE SECURITIES ACT OR THE APPLICABLE STATE SECURITIES LAWS. ANY ATTEMPTED TRANSFER IN CONTRAVENTION OF THE IMMEDIATELY PRECEDING RESTRICTIONS WILL BE VOID AB INITIO AND THE PURPORTED TRANSFEROR WILL CONTINUE TO BE TREATED AS THE OWNER OF THE NOTES FOR ALL PURPOSES.

EACH PURCHASER OR TRANSFEREE OF A BENEFICIAL INTEREST IN THIS NOTE SHALL BE DEEMED TO REPRESENT THAT IT IS NOT, AND IS NOT ACTING ON BEHALF OF OR INVESTING THE ASSETS OF, (A) AN “EMPLOYEE BENEFIT PLAN” (AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”)) THAT IS SUBJECT TO THE FIDUCIARY RESPONSIBILITY PROVISIONS OF TITLE I OF ERISA, (B) A “PLAN” (WITHIN THE MEANING OF SECTION 4975(e)(1) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”)) THAT IS SUBJECT TO SECTION 4975 OF THE CODE, (C) ANY ENTITY WHOSE UNDERLYING ASSETS ARE DEEMED TO BE ASSETS OF AN EMPLOYEE BENEFIT PLAN OR PLAN DESCRIBED IN (A) OR (B) BY REASON OF SUCH EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY (COLLECTIVELY, A “BENEFIT PLAN INVESTOR”) OR (D) AN EMPLOYEE BENEFIT PLAN, A PLAN OR OTHER SIMILAR ARRANGEMENT THAT IS NOT A BENEFIT PLAN INVESTOR BUT IS SUBJECT TO FEDERAL, STATE, LOCAL, NON-U.S. OR OTHER LAWS OR REGULATIONS THAT ARE SUBSTANTIALLY SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS D 2.95% ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of ONE HUNDRED THREE MILLION TWENTY THOUSAND DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $103,020,000 and the denominator of which is $103,020,000 by (ii) the

 

D-2


aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class D Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the February 8, 2021 Distribution Date (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate per annum shown above on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.

The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.

Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.

 

D-3


IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:

 

Title:

 

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015

  THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

D-4


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class D 2.95% Asset Backed Notes (herein called the “Class D Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class D Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month. The term “Distribution Date,” shall be deemed to include the Final Scheduled Distribution Date.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class D Notes shall be made pro rata to the Class D Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any one or more Predecessor Notes) effected by any payments made on any Distribution Date shall

 

D-5


be binding upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class D Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing it is not a Benefit Plan Entity. If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein shall be deemed to represent that it is not a Benefit Plan Entity.

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being

 

D-6


understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

 

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Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

D-8


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto                                                                      

                                                                                                                                                        (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated

 

 

  1   

 

       Signature Guaranteed:

 

    

 

 

1  NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

D-9


EXHIBIT E

 

REGISTERED    $24,440,000

No. RB E

SEE REVERSE FOR CERTAIN DEFINITIONS

CUSIP NO. 03065K AH4

Unless this Note is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the Issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

THIS NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES OR BLUE SKY LAWS OF ANY STATE IN THE UNITED STATES OR ANY FOREIGN SECURITIES LAWS. BY ITS ACCEPTANCE OF THIS NOTE THE HOLDER OF THIS NOTE IS DEEMED TO REPRESENT TO AFS SENSUB CORP. (THE “SELLER”) AND THE OWNER TRUSTEE THAT IT (I) IS A “QUALIFIED INSTITUTIONAL BUYER” WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT (A “QIB”) AND IS ACQUIRING SUCH NOTE FOR ITS OWN ACCOUNT (AND NOT FOR THE ACCOUNT OF OTHERS) OR AS A FIDUCIARY OR AGENT FOR OTHERS (WHICH OTHERS ALSO ARE QIBS) TO WHOM NOTICE IS GIVEN THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (II) IS AN “ACCREDITED INVESTOR” WITHIN THE MEANING OF RULE 501 UNDER THE SECURITIES ACT (AN “ACCREDITED INVESTOR”) AND IS ACQUIRING SUCH NOTE FOR ITS OWN ACCOUNT (AND NOT FOR THE ACCOUNT OF OTHERS) OR AS A FIDUCIARY OR AGENT FOR OTHERS (WHICH OTHERS ALSO ARE ACCREDITED INVESTORS) OR (III) IS OTHERWISE ACQUIRING THIS NOTE IN A TRANSACTION EXEMPT FROM THE SECURITIES ACT.

NO SALE, PLEDGE OR OTHER TRANSFER OF THIS NOTE MAY BE MADE BY ANY PERSON UNLESS (I) SUCH SALE, PLEDGE OR OTHER TRANSFER IS MADE TO THE SELLER, (II) SO LONG AS THIS NOTE IS ELIGIBLE FOR RESALE PURSUANT TO RULE 144A UNDER THE SECURITIES ACT, SUCH SALE, PLEDGE OR OTHER TRANSFER IS MADE TO A PERSON WHOM THE TRANSFEROR REASONABLY BELIEVES AFTER DUE INQUIRY IS A QIB ACTING FOR ITS OWN ACCOUNT (AND NOT FOR THE ACCOUNT OF OTHERS) OR AS A FIDUCIARY OR AGENT FOR OTHERS (WHICH OTHERS ALSO ARE QIBS) TO WHOM NOTICE IS GIVEN THAT THE SALE, PLEDGE OR TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (III) SUCH SALE, PLEDGE OR OTHER TRANSFER IS OTHERWISE


MADE IN A TRANSFER EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, IN WHICH CASE (A) THE ISSUER SHALL REQUIRE THAT BOTH THE PROSPECTIVE TRANSFEROR AND THE PROSPECTIVE TRANSFEREE CERTIFY TO THE ISSUER AND THE SELLER IN WRITING THE FACTS SURROUNDING SUCH TRANSFER, WHICH CERTIFICATION SHALL BE IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER AND THE SELLER, AND (B) THE ISSUER SHALL REQUIRE A WRITTEN OPINION OF COUNSEL (WHICH SHALL NOT BE AT THE EXPENSE OF THE ISSUER, THE SELLER OR THE OWNER TRUSTEE) SATISFACTORY TO THE SELLER AND THE ISSUER TO THE EFFECT THAT SUCH TRANSFER WILL NOT VIOLATE THE SECURITIES ACT OR THE APPLICABLE STATE SECURITIES LAWS. ANY ATTEMPTED TRANSFER IN CONTRAVENTION OF THE IMMEDIATELY PRECEDING RESTRICTIONS WILL BE VOID AB INITIO AND THE PURPORTED TRANSFEROR WILL CONTINUE TO BE TREATED AS THE OWNER OF THE NOTES FOR ALL PURPOSES.

EACH PURCHASER OR TRANSFEREE OF A BENEFICIAL INTEREST IN THIS NOTE SHALL BE DEEMED TO REPRESENT THAT IT IS NOT, AND IS NOT ACTING ON BEHALF OF OR INVESTING THE ASSETS OF, (A) AN “EMPLOYEE BENEFIT PLAN” (AS DEFINED IN SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”)) THAT IS SUBJECT TO THE FIDUCIARY RESPONSIBILITY PROVISIONS OF TITLE I OF ERISA, (B) A “PLAN” (WITHIN THE MEANING OF SECTION 4975(e)(1) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”)) THAT IS SUBJECT TO SECTION 4975 OF THE CODE, (C) ANY ENTITY WHOSE UNDERLYING ASSETS ARE DEEMED TO BE ASSETS OF AN EMPLOYEE BENEFIT PLAN OR PLAN DESCRIBED IN (A) OR (B) BY REASON OF SUCH EMPLOYEE BENEFIT PLAN’S OR PLAN’S INVESTMENT IN THE ENTITY (COLLECTIVELY, A “BENEFIT PLAN INVESTOR”) OR (D) AN EMPLOYEE BENEFIT PLAN, A PLAN OR OTHER SIMILAR ARRANGEMENT THAT IS NOT A BENEFIT PLAN INVESTOR BUT IS SUBJECT TO FEDERAL, STATE, LOCAL, NON-U.S. OR OTHER LAWS OR REGULATIONS THAT ARE SUBSTANTIALLY SIMILAR TO SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE.

THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF.

 

E-2


AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

CLASS E 3.54% ASSET BACKED NOTE

AmeriCredit Automobile Receivables Trust 2015-1, a statutory trust organized and existing under the laws of the State of Delaware (herein referred to as the “Issuer”), for value received, hereby promises to pay to CEDE & CO., or registered assigns, the principal sum of TWENTY-FOUR MILLION FOUR HUNDRED FOURTY THOUSAND DOLLARS payable on each Distribution Date in an amount equal to the result obtained by multiplying (i) a fraction the numerator of which is $24,440,000 and the denominator of which is $24,440,000 by (ii) the aggregate amount, if any, payable from the Note Distribution Account and Collection Account in respect of principal on the Class E Notes pursuant to the Indenture; provided, however, that the entire unpaid principal amount of this Note shall be due and payable on the June 8, 2022 Distribution Date (the “Final Scheduled Distribution Date”). The Issuer will pay interest on this Note at the rate per annum shown above on each Distribution Date until the principal of this Note is paid or made available for payment. Interest on this Note will accrue for each Distribution Date from the most recent Distribution Date on which interest has been paid to but excluding such Distribution Date or, if no interest has yet been paid, from January 22, 2015. Interest will be computed on the basis of a 360-day year consisting of twelve 30-day months. Such principal of and interest on this Note shall be paid in the manner specified on the reverse hereof.

The principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note.

Reference is made to the further provisions of this Note set forth on the reverse hereof, which shall have the same effect as though fully set forth on the face of this Note.

Unless the certificate of authentication hereon has been executed by the Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture referred to on the reverse hereof, or be valid or obligatory for any purpose.


IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually or in facsimile, by its Authorized Officer as of the date set forth below.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
by  
WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee under the Trust Agreement
by  

 

Name:

 

Title:

 

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes designated above and referred to in the within-mentioned Indenture.

 

Date: January 22, 2015

  THE BANK OF NEW YORK MELLON, not in its individual capacity but solely as Trustee
  by  

 

  Authorized Signer

 

E-2


[REVERSE OF NOTE]

This Note is one of a duly authorized issue of Notes of the Issuer, designated as its Class E 3.54% Asset Backed Notes (herein called the “Class E Notes”), all issued under an Indenture dated as of January 13, 2015 (such indenture, as supplemented or amended, is herein called the “Indenture”), between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee,” which term includes any successor Trustee under the Indenture) and as trust collateral agent (the “Trust Collateral Agent”), which term includes any successor Trust Collateral Agent) to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Trustee and the Holders of the Notes. The Notes are subject to all terms of the Indenture. All terms used in this Note that are defined in the Indenture, as supplemented or amended, shall have the meanings assigned to them in or pursuant to the Indenture, as so supplemented or amended.

The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes (together, the “Notes”) are and will be equally and ratably secured by the collateral pledged as security therefor as provided in the Indenture.

Principal of the Class E Notes will be payable on each Distribution Date in an amount described on the face hereof. “Distribution Date” means the eighth day of each month, or, if any such date is not a Business Day, the next succeeding Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month. The term “Distribution Date,” shall be deemed to include the Final Scheduled Distribution Date.

As described above, the entire unpaid principal amount of this Note shall be due and payable on the earlier of the Final Scheduled Distribution Date and the Redemption Date, if any, pursuant to the Indenture. As described above, a portion of the unpaid principal balance of this Note shall be due and payable on the Redemption Date, if any. Notwithstanding the foregoing, the entire unpaid principal amount of the Notes shall be due and payable on the date on which an Event of Default shall have occurred and be continuing and the Majority Noteholders have declared the Notes to be immediately due and payable in the manner provided in the Indenture. All principal payments on the Class E Notes shall be made pro rata to the Class E Noteholders entitled thereto.

Payments of interest on this Note due and payable on each Distribution Date, together with the installment of principal, if any, to the extent not in full payment of this Note, shall be made by check mailed to the Person whose name appears as the Holder of this Note (or one or more Predecessor Notes) on the Note Register as of the close of business on each Record Date, except that with respect to Notes registered on the Record Date in the name of the nominee of the Clearing Agency (initially, such nominee to be Cede & Co.), payments will be made by wire transfer in immediately available funds to the account designated by such nominee. Such checks shall be mailed to the Person entitled thereto at the address of such Person as it appears on the Note Register as of the applicable Record Date without requiring that this Note be submitted for notation of payment. Any reduction in the principal amount of this Note (or any one or more Predecessor Notes) effected by any payments made on any Distribution Date shall

 

E-3


be binding upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof, whether or not noted hereon. If funds are expected to be available, as provided in the Indenture, for payment in full of the then remaining unpaid principal amount of this Note on a Distribution Date, then the Trustee, in the name of and on behalf of the Issuer, will notify the Person who was the Holder hereof as of the Record Date preceding such Distribution Date by notice mailed prior to such Distribution Date and the amount then due and payable shall be payable only upon presentation and surrender of this Note at the Trustee’s principal Corporate Trust Office or at the office of the Trustee’s agent appointed for such purposes located in Dallas, Texas.

The Issuer shall pay interest on overdue installments of interest at the Class E Interest Rate to the extent lawful.

As provided in the Indenture and subject to certain limitations set forth therein, the transfer of this Note may be registered on the Note Register upon surrender of this Note for registration of transfer at the office or agency designated by the Issuer pursuant to the Indenture, (i) duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Trustee duly executed by, the Holder hereof or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Note Registrar which requirements include membership or participation in Securities Transfer Agents Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Note Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act, and (ii) accompanied by such other documents as the Trustee may require, and thereupon one or more new Notes of authorized denominations and in the same aggregate principal amount will be issued to the designated transferee or transferees. No service charge will be charged for any registration of transfer or exchange of this Note, but the transferor may be required to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any such registration of transfer or exchange.

If this Note has been issued as a Definitive Note, the Note Registrar shall not register the transfer of this Note unless the prospective transferee has represented and warranted in writing it is not a Benefit Plan Entity. If this Note has been issued as a Book Entry Note, each transferee of this Note or any beneficial interest herein shall be deemed to represent that it is not a Benefit Plan Entity.

Each Noteholder or Note Owner, by acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note covenants and agrees (i) that no recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee, the Trust Collateral Agent or the Trustee on the Notes or under the Indenture or any certificate or other writing delivered in connection therewith, against (a) the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, (b) any owner of a beneficial interest in the Issuer or (c) any partner, owner, beneficiary, agent, officer, director or employee of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Seller, the Servicer, the Owner Trustee, the Trust Collateral Agent or the Trustee or of any successor or assign of the Seller, the Servicer, the Trustee, the Trust Collateral Agent or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being

 

E-4


understood that the Trustee, the Trust Collateral Agent and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity, and (ii) to treat the Notes that are owned or beneficially owned by a Person other than AFS SenSub Corp., or its Affiliates, as indebtedness for purposes of federal income, state and local income and franchise and any other income taxes.

Prior to the due presentment for registration of transfer of this Note, the Issuer, the Trust Collateral Agent and the Trustee and any agent of the Issuer, the Trust Collateral Agent or the Trustee may treat the Person in whose name this Note (as of the day of determination or as of such other date as may be specified in the Indenture) is registered as the owner hereof for all purposes, whether or not this Note be overdue, and neither the Issuer, the Trust Collateral Agent, the Trustee nor any such agent shall be affected by notice to the contrary.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer with the consent of the Majority Noteholders. The Indenture also contains provisions permitting the Noteholders representing specified percentages of the Outstanding Amount of the Notes, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note (or any one of more Predecessor Notes) shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent or waiver is made upon this Note. The Indenture also permits the Trustee to amend or waive certain terms and conditions set forth in the Indenture without the consent of Holders of the Notes issued thereunder.

The term “Issuer” as used in this Note includes any successor to the Issuer under the Indenture.

The Issuer is permitted by the Indenture, under certain circumstances, to merge or consolidate, subject to the rights of the Trustee and the Noteholders under the Indenture.

The Notes are issuable only in registered form in denominations as provided in the Indenture, subject to certain limitations therein set forth.

This Note and the Indenture shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder and thereunder shall be determined in accordance with such laws.

No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, place, and rate, and in the coin or currency herein prescribed.

 

E-5


Anything herein to the contrary notwithstanding, except as expressly provided in the Indenture or the Basic Documents, neither Wilmington Trust Company in its individual capacity, any owner of a beneficial interest in the Issuer, nor any of their respective partners, beneficiaries, agents, officers, directors, employees or successors or assigns shall be personally liable for, nor shall recourse be had to any of them for, the payment of principal of or interest on, or performance of, or omission to perform, any of the covenants, obligations or indemnifications contained in this Note or the Indenture, it being expressly understood that said covenants, obligations and indemnifications have been made by the Issuer for the sole purposes of binding the Issuer. The Holder of this Note by the acceptance hereof agrees that except as expressly provided in the Indenture or the Basic Documents, in the case of an Event of Default under the Indenture, the Holder shall have no claim against any of the foregoing for any deficiency, loss or claim therefrom; provided, however, that nothing contained herein shall be taken to prevent recourse to, and enforcement against, the assets of the Issuer for any and all liabilities, obligations and undertakings contained in the Indenture or in this Note.

 

E-6


ASSIGNMENT

Social Security or taxpayer I.D. or other identifying number of assignee

 

FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto                                                                      

                                                                                                                                                        (name and address of assignee)

the within Note and all rights thereunder, and hereby irrevocably constitutes and appoints, attorney, to transfer said Note on the books kept for registration thereof, with full power of substitution in the premises.

 

Dated                                                                                                                      1

  

 

   Signature Guaranteed:

 

  

 

 

1 NOTE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Note in every particular, without alteration, enlargement or any change whatsoever.

 

E-7


SCHEDULE A

REPRESENTATIONS AND WARRANTIES OF THE ISSUER

Representations and Warranties Regarding the Receivables:

1. Security Interest in Financed Vehicle. This Indenture creates a valid and continuing Security Interest (as defined in the applicable UCC) in the Receivables in favor of the Trust Collateral Agent, which Security Interest is prior to all other Liens, and is enforceable as such as against creditors of and purchasers from the Seller. The Issuer owns and has good and marketable title to the Receivables free and clear of any Lien (other than the Lien in favor of the Trust Collateral Agent), claim or encumbrance of any Person.

2. Perfection of Security Interest. Each Receivable is secured by a first priority validly perfected security interest in the related Financed Vehicle in favor of the Trust Collateral Agent, for the benefit of the Issuer Secured Party or all necessary actions with respect to such Receivable have been taken or will be taken to perfect a first priority security interest in the related Financed Vehicle in favor of the Trust Collateral Agent, for the benefit of the Issuer Secured Party.

3. All Filings Made. The Issuer has taken all steps necessary to perfect the Trust Collateral Agent’s security interest in the property securing the Receivables, provided that, if not done as of the Closing Date, the Issuer will cause, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the State of Delaware under applicable law in order to perfect the security interest in the Receivables granted to the Trust Collateral Agent hereunder. All financing statements filed or to be filed against the Issuer in favor of the Trust Collateral Agent in connection herewith describing the Receivables contain a statement to the following effect: “A purchase of or a security interest in any collateral described in this financing statement will violate the rights of the Trust Collateral Agent.”

4. No Impairment. The Issuer has not done anything to convey any right to any Person that would result in such Person having a right to payments due under the Receivable or otherwise to impair the rights of the Trustee, the Trust Collateral Agent and the Noteholders in any Receivable or the proceeds thereof. Other than the security interest granted to the Trust Collateral Agent pursuant to this Indenture, the Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Issuer has not authorized the filing of and is not aware of any financing statements against the Issuer that include a description of collateral covering the Receivables other than any financing statement relating to the security interest granted to the Trust Collateral Agent hereunder or that has been terminated. The Issuer is not aware of any judgment, ERISA or tax lien filings against it.

 

Sch.A-1


5. Chattel Paper. The Receivables constitute “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the States of Texas, New York, Nevada and Delaware.

6. Good Title. Immediately prior to the pledge of the Receivables to the Trust Collateral Agent pursuant to this Indenture, the Issuer was the sole owner thereof and had good and indefeasible title thereto, free of any Lien and, upon execution and delivery of this Indenture, the Trust shall have good and indefeasible title to and will be the sole owner of such Receivables, free of any Lien. No Dealer has a participation in, or other right to receive, proceeds of any Receivable. The Issuer has not taken any action to convey any right to any Person that would result in such Person having a right to payments received under the related Insurance Policies or the related Dealer Agreements, Dealer Assignments or to payments due under such Receivables.

7. Possession of Original Copy. The Servicer, as Custodian on behalf of the Issuer, has in its possession or control the original contract (or with respect to “electronic chattel paper”, the authoritative copy) that constitutes or evidences the Receivable.

8. One Original. There is only one original executed copy (or with respect to “electronic chattel paper”, one authoritative copy) of each Contract. With respect to Contracts that are “electronic chattel paper”, each authoritative copy (a) is unique, identifiable and unalterable (other than with the participation of the Trust Collateral Agent in the case of an addition or amendment of an identified assignee and other than a revision that is readily identifiable as an authorized or unauthorized revision), (b) has been marked with a legend to the following effect: “Authoritative Copy” and (c) has been communicated to and is maintained by or on behalf of the Custodian.

9. Not an Authoritative Copy. With respect to Contracts that are “electronic chattel paper”, the Seller has marked all copies of each such Contract other than an authoritative copy with a legend to the following effect: “This is not an authoritative copy.”

10. Revisions. With respect to Contracts that are “electronic chattel paper”, the related Receivables have been established in a manner such that (a) all copies or revisions that add or change an identified assignee of the authoritative copy of each such Contract must be made with the participation of the Trust Collateral Agent and (b) all revisions of the authoritative copy of each such Contract must be readily identifiable as an authorized or unauthorized revision.

11. Pledge or Assignment. With respect to Contracts that are “electronic chattel paper”, the authoritative copy of each Contract communicated to the Custodian has no marks or notations indicating that it has been pledged, assigned or otherwise conveyed to any Person other than the Trust Collateral Agent.

 

Sch.A-2

EX-4.2 4 d853626dex42.htm EX-4.2 EX-4.2

Exhibit 4.2

 

 

 

 

AMENDED AND RESTATED

TRUST AGREEMENT

between

AFS SENSUB CORP.

Seller

and

WILMINGTON TRUST COMPANY

Owner Trustee

Dated as of January 13, 2015

 

 

 


TABLE OF CONTENTS

 

ARTICLE I. DEFINITIONS

     1   

SECTION 1.1.

   Capitalized Terms      1   

SECTION 1.2.

   Other Definitional Provisions      3   

ARTICLE II. ORGANIZATION

     4   

SECTION 2.1.

   Name      4   

SECTION 2.2.

   Office      4   

SECTION 2.3.

   Purposes and Powers      4   

SECTION 2.4.

   Appointment of Owner Trustee      5   

SECTION 2.5.

   Initial Capital Contribution of Trust Estate      5   

SECTION 2.6.

   Declaration of Trust      6   

SECTION 2.7.

   Title to Trust Property      6   

SECTION 2.8.

   Situs of Trust      6   

SECTION 2.9.

   Representations and Warranties of the Depositor      6   

SECTION 2.10.

   Covenants of the Certificateholder      8   

SECTION 2.11.

   Federal Income Tax Treatment of the Trust      8   

ARTICLE III. CERTIFICATE AND TRANSFER OF INTEREST

     8   

SECTION 3.1.

   Initial Ownership      8   

SECTION 3.2.

   The Certificate      8   

SECTION 3.3.

   Authentication of Certificate      9   

SECTION 3.4.

   Registration of Transfer and Exchange of Certificate      9   

SECTION 3.5.

   Mutilated, Destroyed, Lost or Stolen Certificates      10   

SECTION 3.6.

   Persons Deemed Certificateholder      10   

SECTION 3.7.

   Maintenance of Office or Agency      11   

SECTION 3.8.

   Disposition in Whole But Not in Part      11   

SECTION 3.9.

   ERISA Restrictions      11   

SECTION 3.10.

   Appointment of Certificate Paying Agent      11   

ARTICLE IV. VOTING RIGHTS AND OTHER ACTIONS

     12   

SECTION 4.1.

   Prior Notice to Holder with Respect to Certain Matters      12   

SECTION 4.2.

   Action by Certificateholder with Respect to Certain Matters      13   

SECTION 4.3.

   Restrictions on Certificateholder’s Power      13   

SECTION 4.4.

   [Reserved]      13   

SECTION 4.5.

   Action with Respect to Bankruptcy Action      13   

SECTION 4.6.

   Covenants and Restrictions on Conduct of Business      14   

ARTICLE V. AUTHORITY AND DUTIES OF OWNER TRUSTEE

     16   

SECTION 5.1.

   General Authority      16   

SECTION 5.2.

   General Duties      16   

SECTION 5.3.

   Action upon Instruction      17   

SECTION 5.4.

   No Duties Except as Specified in this Agreement or in Instructions      18   


SECTION 5.5.

   No Action Except under Specified Documents or Instructions      18   

SECTION 5.6.

   Restrictions      18   

SECTION 5.7.

   Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties      18   

ARTICLE VI. CONCERNING THE OWNER TRUSTEE

     19   

SECTION 6.1.

   Acceptance of Trusts and Duties      19   

SECTION 6.2.

   Furnishing of Documents      20   

SECTION 6.3.

   Representations and Warranties      20   

SECTION 6.4.

   Reliance; Advice of Counsel      21   

SECTION 6.5.

   Not Acting in Individual Capacity      22   

SECTION 6.6.

   Owner Trustee Not Liable for Certificate or Receivables      22   

SECTION 6.7.

   Owner Trustee May Own Notes      22   

SECTION 6.8.

   Payments from Owner Trust Estate      22   

SECTION 6.9.

   Doing Business in Other Jurisdictions      23   

SECTION 6.10.

   FATCA Information      23   

ARTICLE VII. COMPENSATION OF OWNER TRUSTEE

     23   

SECTION 7.1.

   Owner Trustee’s Fees and Expenses      23   

SECTION 7.2.

   Indemnification      23   

SECTION 7.3.

   Payments to the Owner Trustee      24   

SECTION 7.4.

   Non-recourse Obligations      24   

ARTICLE VIII. TERMINATION OF TRUST AGREEMENT

     24   

SECTION 8.1.

   Termination of Trust Agreement      24   

ARTICLE IX. SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES

     25   

SECTION 9.1.

   Eligibility Requirements for Owner Trustee      25   

SECTION 9.2.

   Resignation or Removal of Owner Trustee      26   

SECTION 9.3.

   Successor Owner Trustee      26   

SECTION 9.4.

   Merger or Consolidation of Owner Trustee      27   

SECTION 9.5.

   Appointment of Co-Trustee or Separate Trustee      27   

ARTICLE X. MISCELLANEOUS

     28   

SECTION 10.1.

   Supplements and Amendments      28   

SECTION 10.2.

   No Legal Title to Owner Trust Estate in Certificateholder      29   

SECTION 10.3.

   Limitations on Rights of Others      30   

SECTION 10.4.

   Notices      30   

SECTION 10.5.

   Severability      30   

SECTION 10.6.

   Separate Counterparts      30   

SECTION 10.7.

   Assignments      31   

SECTION 10.8.

   No Recourse      31   

SECTION 10.9.

   Headings      31   

 

ii


SECTION 10.10.

   GOVERNING LAW      31   

SECTION 10.11.

   Servicer      31   

SECTION 10.12.

   Nonpetition Covenants      31   

SECTION 10.13.

   Regulation AB      32   

ARTICLE XI. APPLICATION OF TRUST FUNDS; CERTAIN DUTIES

     32   

SECTION 11.1.

   Establishment of Trust Accounts      32   

SECTION 11.2.

   Application of Trust Funds      33   

SECTION 11.3.

   Method of Payment      34   

EXHIBITS

 

EXHIBIT A    FORM OF CERTIFICATE
EXHIBIT B    FORM OF CERTIFICATE OF TRUST
EXHIBIT C    FORM OF NOTICE OF REPURCHASE REQUEST

 

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This AMENDED AND RESTATED TRUST AGREEMENT, dated as of January 13, 2015, between AFS SENSUB CORP., a Nevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement, dated as of December 8, 2014, between the Seller and the Owner Trustee.

Article I.

Definitions

SECTION 1.1. Capitalized Terms. For all purposes of this Agreement, the following terms shall have the meanings set forth below:

AmeriCredit” shall mean AmeriCredit Financial Services, Inc.

Agreement” shall mean this Trust Agreement, as the same may be amended and supplemented from time to time.

Bankruptcy Action” shall have the meaning assigned to such term in Section 4.5(a).

Basic Documents” shall mean this Agreement, the Certificate of Trust, the Purchase Agreement, the Sale and Servicing Agreement, the Indenture, the Underwriting Agreement, the Lockbox Account Agreement, the Lockbox Processing Agreement and the other documents and certificates delivered in connection therewith, as the same may be amended, restated or supplemented from time to time.

Benefit Plan Entity” shall have the meaning assigned to such term in Section 3.9.

Benefit Plan Investor” shall have the meaning assigned to such term in Section 3.9.

Certificate” means a trust certificate evidencing the beneficial interest of the Certificateholder in the Trust, substantially in the form of Exhibit A attached hereto.

Certificateholder” or “Holder” shall mean the person in whose name a Certificate is registered on the Certificate Register.

Certificate Distribution Account” shall have the meaning assigned to such term in Section 11.1.

Certificate Paying Agent” shall mean any paying agent or co-paying agent appointed pursuant to Section 3.10 and shall initially be Wilmington Trust Company.

Certificate of Trust” shall mean the Certificate of Trust in the form of Exhibit B to be filed for the Trust pursuant to Section 3810(a) of the Statutory Trust Statute.


Certificate Register” and “Certificate Registrar” shall mean the register mentioned and the registrar appointed pursuant to Section 3.4.

Code” shall mean the Internal Revenue Code of 1986, as amended from time to time, and Treasury Regulations promulgated thereunder.

Corporate Trust Office” shall mean, with respect to the Owner Trustee, the principal corporate trust office of the Owner Trustee located at Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001, Attention: Corporate Trust Administration, or at such other address as the Owner Trustee may designate by notice to the Depositor, or the principal corporate trust office of any successor Owner Trustee (the address of which the successor owner trustee will notify the Depositor).

Depositor” shall mean the Seller in its capacity as Depositor hereunder.

Distribution Date” shall have the meaning set forth in the Sale and Servicing Agreement.

ERISA” shall have the meaning assigned to such term in Section 3.9.

Expenses” shall have the meaning assigned to such term in Section 7.2.

FATCA” shall mean Sections 1471 through 1474 of the Code and (a) any regulations or official interpretations thereof (including any revenue ruling, revenue procedure, notice or similar guidance issued by the IRS thereunder as a precondition to relief or exemption from taxes under such Sections, regulations and interpretations), (b) any applicable agreement entered into under Section 1471(b)(1) of the Code, and (c) any applicable intergovernmental agreement with respect to the implementation of the foregoing.

FATCA Information” shall mean, with respect to any Certificateholder or Holder, any form or other certification, or such other information reasonably sufficient to eliminate the imposition of, or determine the amount of, FATCA Withholding Tax.

FATCA Withholding Tax” shall mean any required withholding or deduction of tax pursuant to FATCA.

Indemnified Parties” shall have the meaning assigned to such term in Section 7.2.

Indenture” shall mean the Indenture dated as of January 13, 2015, between the Trust and The Bank of New York Mellon, as Trust Collateral Agent and Trustee, as the same may be amended and supplemented from time to time.

Owner Trust Estate” shall mean all right, title and interest of the Trust in and to the property and rights assigned to the Trust pursuant to Article II of the Sale and Servicing Agreement, all funds on deposit from time to time in the Trust Accounts and all other property of the Trust from time to time, including any rights of the Trust pursuant to the Sale and Servicing Agreement.

 

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Owner Trustee” shall mean Wilmington Trust Company, a Delaware trust company, not in its individual capacity but solely as owner trustee under this Agreement, and any successor Owner Trustee hereunder.

Record Date” shall mean with respect to any Distribution Date, the close of business on the last Business Day immediately preceding such Distribution Date.

Responsible Officer” shall mean, with respect to the Owner Trustee, any officer within the Corporate Trust Administration office of the Owner Trustee with direct responsibility for the administration of the Trust and also, with respect to a particular matter, any other officer to whom such matter is referred because of such officer’s knowledge of and familiarity with the particular subject.

Sale and Servicing Agreement” shall mean the Sale and Servicing Agreement dated as of January 13, 2015, among the Trust, the Seller, AmeriCredit, and The Bank of New York Mellon, as Trust Collateral Agent, as the same may be amended and supplemented from time to time.

Secretary of State” shall mean the Secretary of State of the State of Delaware.

STAMP” shall have the meaning assigned to such term in Section 3.4.

Statutory Trust Statute” shall mean Chapter 38 of Title 12 of the Delaware Code, 12 Del. Code § 3801 et seq. as the same may be amended from time to time.

Treasury Regulations” shall mean regulations, including proposed or temporary regulations, promulgated under the Code. References herein to specific provisions of proposed or temporary regulations shall include analogous provisions of final Treasury Regulations or other successor Treasury Regulations.

Trust” shall mean the trust established by this Agreement.

Trust Collateral Agent” shall mean, initially, The Bank of New York Mellon, in its capacity as collateral agent, including its successors in interest, until and unless a successor Person shall have become the Trust Collateral Agent pursuant to the Sale and Servicing Agreement, and thereafter “Trust Collateral Agent” shall mean such successor Person.

SECTION 1.2. Other Definitional Provisions.

(a) Capitalized terms used herein and not otherwise defined have the meanings assigned to them in the Sale and Servicing Agreement or, if not defined therein, in the Indenture.

(b) All terms defined in this Agreement shall have the defined meanings when used in any certificate or other document made or delivered pursuant hereto unless otherwise defined therein.

 

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(c) As used in this Agreement and in any certificate or other document made or delivered pursuant hereto or thereto, accounting terms not defined in this Agreement or in any such certificate or other document, and accounting terms partly defined in this Agreement or in any such certificate or other document to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles as in effect on the date of this Agreement or any such certificate or other document, as applicable. To the extent that the definitions of accounting terms in this Agreement or in any such certificate or other document are inconsistent with the meanings of such terms under generally accepted accounting principles, the definitions contained in this Agreement or in any such certificate or other document shall control.

(d) The words “hereof,” “herein,” “hereunder” and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement; Section and Exhibit references contained in this Agreement are references to Sections and Exhibits in or to this Agreement unless otherwise specified; and the term “including” shall mean “including without limitation.”

(e) The definitions contained in this Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms.

Article II.

Organization

SECTION 2.1. Name

There is hereby continued a Delaware statutory trust to be known as “AmeriCredit Automobile Receivables Trust 2015-1,” in which name the Owner Trustee may conduct the business of the Trust, make and execute contracts and other instruments on behalf of the Trust and sue and be sued.

SECTION 2.2. Office

The office of the Trust shall be in care of the Owner Trustee at the Corporate Trust Office or at such other address as the Owner Trustee may designate by written notice to the Certificateholder.

SECTION 2.3. Purposes and Powers.

The purpose of the Trust is, and the Trust shall have the power and authority, to engage in the following activities:

(i) to issue the Notes pursuant to the Indenture and the Certificate pursuant to this Agreement, and to sell the Notes;

 

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(ii) to acquire the property and assets set forth in the Sale and Servicing Agreement from the Depositor pursuant to the terms thereof, to fund the Reserve Account and to pay the organizational, start-up and transactional expenses of the Trust;

(iii) to acquire from time to time the Owner Trust Estate, to assign, grant, transfer, pledge, mortgage and convey the Owner Trust Estate to the Trust Collateral Agent pursuant to the Indenture for the benefit of the Trustee on behalf of the Noteholders and to hold, manage and distribute to the Certificateholder pursuant to the terms of the Sale and Servicing Agreement any portion of the Owner Trust Estate released from the Lien of, and remitted to the Trust pursuant to, the Indenture;

(iv) to enter into and perform its obligations under the Basic Documents to which it is a party;

(v) to engage in those activities, including entering into agreements, that are necessary, suitable or convenient to accomplish the foregoing or are incidental thereto or connected therewith (including the sale, from time to time, of Receivables at the direction of the Servicer pursuant to Section 4.3(c) of the Sale and Servicing Agreement), and the filing of state business licenses (and any renewal thereof) as prepared and instructed by the Certificateholder or Servicer, including a Sales Finance Company Application (and any renewal thereof) with the Pennsylvania Department of Banking, Licensing Division, and a Financial Regulation Application (and any renewal thereof) with the Maryland Department of Labor, Licensing and Regulation; and

(vi) subject to compliance with the Basic Documents, to engage in such other activities as may be required in connection with conservation of the Owner Trust Estate and the making of distributions to the Certificateholder and the Noteholders.

The Trust is hereby authorized to engage in the foregoing activities. The Trust shall not engage in any activity other than in connection with the foregoing or other than as required or authorized by the terms of this Agreement or the Basic Documents.

SECTION 2.4. Appointment of Owner Trustee

The Depositor hereby appoints the Owner Trustee as trustee of the Trust effective as of the date hereof, to have all the rights, powers and duties set forth herein. The Owner Trustee hereby accepts such appointment.

SECTION 2.5. Initial Capital Contribution of Trust Estate

The Owner Trustee has acknowledged receipt in trust from the Depositor of the sum of $1.00 which contribution shall constitute the initial Owner Trust Estate. The Depositor acknowledges that such contribution has been transferred to, and is being held by, The Bank of New York Mellon, as agent for the Trust in an account established by The Bank of New York Mellon, on behalf of the Trust, which contribution shall constitute the initial Owner Trust Estate. The Depositor shall pay organizational expenses of the Trust as they may arise.

 

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SECTION 2.6. Declaration of Trust

The Owner Trustee hereby declares that it will hold the Owner Trust Estate in trust upon and subject to the conditions set forth herein for the use and benefit of the Holder, subject to the obligations of the Trust under the Basic Documents. It is the intention of the parties hereto that the Trust constitute a statutory trust under the Statutory Trust Statute and that this Agreement constitute the governing instrument of such statutory trust. Effective as of the date hereof, the Owner Trustee shall have all rights, powers and duties set forth herein and to the extent not inconsistent herewith, in the Statutory Trust Statute with respect to accomplishing the purposes of the Trust. The Owner Trustee has filed the Certificate of Trust with the Secretary of State and such filing is hereby ratified in all respects.

The Holder shall not have any personal liability for any liability or obligation of the Trust.

SECTION 2.7. Title to Trust Property.

(a) Legal title to all the Owner Trust Estate shall be vested at all times in the Trust as a separate legal entity except where applicable law in any jurisdiction requires title to any part of the Owner Trust Estate to be vested in a trustee or trustees, in which case title shall be deemed to be vested in the Owner Trustee, a co-trustee and/or a separate trustee, as the case may be.

(b) The Holder shall not have legal title to any part of the Trust Property. The Holder shall be entitled to receive distributions with respect to its undivided ownership interest therein only in accordance with Article VIII and Article XI. No transfer, by operation of law or otherwise, of any right, title or interest by the Certificateholder of its ownership interest in the Owner Trust Estate shall operate to terminate this Agreement or the trusts hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Trust Property.

SECTION 2.8. Situs of Trust

The Trust will be located and administered in the State of Delaware. All bank accounts maintained by the Owner Trustee on behalf of the Trust shall be located in the State of Delaware or the State of New York. Payments will be received by the Trust only in Delaware or New York and payments will be made by the Trust only from Delaware or New York. The Trust shall not have any employees in any state other than Delaware; provided, however, that nothing herein shall restrict or prohibit the Owner Trustee, the Servicer or any agent of the Trust from having employees within or outside the State of Delaware. The only office of the Trust will be at the Corporate Trust Office located in Delaware.

SECTION 2.9. Representations and Warranties of the Depositor

The Depositor makes the following representations and warranties on which the Owner Trustee relies in accepting the Owner Trust Estate in trust and issuing the Certificate.

(a) Organization and Good Standing. The Depositor is duly organized and validly existing as a Nevada corporation with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted and is proposed to be conducted pursuant to this Agreement and the Basic Documents.

 

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(b) Due Qualification. The Depositor is duly qualified to do business as a foreign corporation, is in good standing, and has obtained all necessary licenses and approvals, in all jurisdictions in which the ownership or lease of its property, the conduct of its business and the performance of its obligations under this Agreement and the Basic Documents requires such qualification.

(c) Power and Authority. The Depositor has the corporate power and authority to execute and deliver this Agreement and to carry out its terms; the Depositor has full power and authority to sell and assign the property to be sold and assigned to and deposited with the Trust and the Depositor has duly authorized such sale and assignment and deposit to the Trust by all necessary action; and the execution, delivery and performance of this Agreement has been duly authorized by the Depositor by all necessary action.

(d) No Consent Required. No consent, license, approval or authorization or registration or declaration with, any Person or with any governmental authority, bureau or agency is required in connection with the execution, delivery or performance of this Agreement and the Basic Documents, except for such as have been obtained, effected or made.

(e) No Violation. The consummation of the transactions contemplated by this Agreement and the fulfillment of the terms hereof do not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice or lapse of time) a default under the certificate of incorporation or by-laws of the Depositor, or any material indenture, agreement or other instrument to which the Depositor is a party or by which it is bound; nor result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement or other instrument (other than pursuant to the Basic Documents); nor violate any law or, to the best of the Depositor’s knowledge, any order, rule or regulation applicable to the Depositor of any court or of any federal or state regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Depositor or its properties.

(f) No Proceedings. There are no proceedings or investigations pending or, to its knowledge threatened against it before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over it or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Certificate or the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect its performance of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents, or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Certificate.

 

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SECTION 2.10. Covenants of the Certificateholder

The Certificateholder agrees:

(a) to be bound by the terms and conditions of the Certificate of which the Holder is the beneficial owner and of this Agreement, including any supplements or amendments hereto and to perform the obligations of a Holder as set forth therein or herein, in all respects as if it were a signatory hereto. This undertaking is made for the benefit of the Trust and the Owner Trustee; and

(b) except as expressly provided in Sections 4.5 and 10.12, not to, for any reason, take any Bankruptcy Action.

SECTION 2.11. Federal Income Tax Treatment of the Trust.

(a) For so long as the Trust has a single owner for federal income tax purposes, it will, pursuant to Treasury Regulations promulgated under section 7701 of the Code, be disregarded as an entity distinct from the Certificateholder for all federal income tax purposes. Accordingly, for federal income tax purposes, the Certificateholder will be treated as (i) owning all assets owned by the Trust and (ii) having incurred all liabilities incurred by the Trust, and all transactions between the Trust and the Certificateholder will be disregarded.

(b) Neither the Owner Trustee nor the Certificateholder will, under any circumstances, and at any time, make an election on IRS Form 8832 or otherwise, to classify the Trust as an association taxable as a corporation for federal, state or any other applicable tax purpose.

(c) In the event that the Trust has two or more equity owners for federal income tax purposes, the Trust will be treated as a partnership. At any such time that the Trust has two or more equity owners, this Agreement will be amended, in accordance with Section 10.1 herein, and appropriate provisions will be added so as to provide for treatment of the Trust as a partnership.

Article III.

Certificate and Transfer of Interest

SECTION 3.1. Initial Ownership

Upon the formation of the Trust by the contribution by the Depositor pursuant to Section 2.5 and until the issuance of the Certificate to the initial Certificateholder, the Depositor shall be the sole beneficiary of the Trust.

SECTION 3.2. The Certificate

The Certificate shall be executed on behalf of the Trust by manual or facsimile signature of an authorized officer of the Owner Trustee. A Certificate bearing the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign on behalf of the Trust, shall be validly issued and entitled to the benefit of this Agreement, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such Certificate or did not hold such offices at the date of authentication and delivery of such Certificate. A transferee of a Certificate shall become a Certificateholder, and shall be entitled to the rights and subject to the obligations of a Certificateholder hereunder, upon due registration of such Certificate in such transferee’s name pursuant to Section 3.4.

 

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SECTION 3.3. Authentication of Certificate

Concurrently with the sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificate to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its chairman of the board, its president or any vice president, its treasurer or any assistant treasurer without further corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its holder to any benefit under this Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A, executed by the Owner Trustee or the Owner Trustee’s authentication agent, by manual signature; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. The Certificate shall be dated the date of its authentication.

SECTION 3.4. Registration of Transfer and Exchange of Certificate

The Certificate Registrar shall keep or cause to be kept, at the office or agency maintained pursuant to Section 3.7, a Certificate Register in which, subject to such reasonable regulations as it may prescribe, the Owner Trustee shall provide for the registration of the Certificate and of transfers and exchanges of the Certificate as herein provided. Wilmington Trust Company shall be the initial Certificate Registrar.

The Certificate Registrar shall provide the Trust Collateral Agent and the Trustee with the name and address of the Certificateholder (if other than the Depositor) on the Closing Date. Upon any transfers of the Certificate, the Certificate Registrar shall notify the Trust Collateral Agent and the Trustee of the name and address of the transferee in writing, by facsimile, on the day of such transfer. The Trust Collateral Agent and the Trustee shall be entitled to fully rely on the most recently provided Certificateholder information with no liability therefor.

Upon surrender for registration of transfer of the Certificate at the office or agency maintained pursuant to Section 3.7, the Owner Trustee shall execute, authenticate and deliver (or shall cause its authenticating agent to authenticate and deliver), in the name of the designated transferee, a new Certificate dated the date of authentication by the Owner Trustee or any authenticating agent.

A Certificate presented or surrendered for registration of transfer or exchange shall be accompanied by a written instrument of transfer in form satisfactory to the Owner Trustee and the Certificate Registrar duly executed by the Certificateholder or his attorney duly authorized in writing, with such signature guaranteed by an “eligible guarantor institution” meeting the requirements of the Certificate Registrar, which requirements include membership or participation in the Securities Transfer Agent’s Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Certificate Registrar in addition to, or in substitution for, STAMP, all in accordance with the Exchange Act. Each Certificate surrendered for registration of transfer or exchange shall be canceled and subsequently disposed of by the Owner Trustee in accordance with its customary practice.

 

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No service charge shall be made for any registration of transfer or exchange of the Certificate, but the Owner Trustee or the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge that may be imposed in connection with any transfer or exchange of the Certificate.

Notwithstanding the foregoing, no sale or transfer of a Certificate shall be permitted (including, without limitation, by pledge or hypothecation), and no such sale or transfer shall be registered by the Certificate Registrar to be effective hereunder, if the sale or transfer thereof increases the number of Certificateholders to more than ninety-nine (99). For purposes of determining the total number of Certificateholders, a beneficial owner of an interest in a partnership, grantor trust, S corporation or other flow-through entity that owns, directly or through other flow-through entities, a Certificate is treated as a holder of a Certificate if (i) substantially all of the value of the beneficial owner’s interest (directly or indirectly) in the flow-through entity is attributed to the flow-through entity’s interest in the Certificate and (ii) a principal purpose of the use of the flow-through entity to hold the Certificate is to satisfy the 99 holder limitation set out above.

SECTION 3.5. Mutilated, Destroyed, Lost or Stolen Certificates

If (a) any mutilated Certificate shall be surrendered to the Certificate Registrar, or if the Certificate Registrar shall receive evidence to its satisfaction of the destruction, loss or theft of any Certificate and (b) there shall be delivered to the Certificate Registrar and the Owner Trustee, such security or indemnity as may be required by them to save each of them harmless, then in the absence of notice that such Certificate shall have been acquired by a bona fide purchaser, the Owner Trustee on behalf of the Trust shall execute and the Owner Trustee, or Wilmington Trust Company, as the Owner Trustee’s authenticating agent, shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and denomination. In connection with the issuance of any new Certificate under this Section, the Owner Trustee or the Certificate Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection therewith. Any duplicate Certificate issued pursuant to this Section shall constitute conclusive evidence of an ownership interest in the Trust, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.

SECTION 3.6. Persons Deemed Certificateholder

Every Person by virtue of becoming a Certificateholder in accordance with this Agreement shall be deemed to be bound by the terms of this Agreement. Prior to due presentation of the Certificate for registration of transfer, the Owner Trustee and the Certificate Registrar and any agent of the Owner Trustee and the Certificate Registrar, may treat the person in whose name any Certificate shall be registered in the Certificate Register as the owner of such Certificate for the purpose of receiving distributions pursuant to the Sale and Servicing Agreement and for all other purposes whatsoever, and none of the Owner Trustee or the Certificate Registrar nor any agent of the Owner Trustee or the Certificate Registrar shall be bound by any notice to the contrary.

 

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SECTION 3.7. Maintenance of Office or Agency

The Owner Trustee shall maintain an office or offices or agency or agencies where the Certificate may be surrendered for registration of transfer or exchange and where notices and demands to or upon the Owner Trustee in respect of the Certificate and the Basic Documents may be served. The Owner Trustee initially designates the Corporate Trust Office for such purposes. The Owner Trustee shall give prompt written notice to the Depositor and the Certificateholder of any change in the location of the Certificate Register or any such office or agency.

SECTION 3.8. Disposition in Whole But Not in Part

The Certificate may be transferred in whole but not in part. Any attempted transfer of the Certificate that would divide the ownership of the Owner Trust Estate shall be void. The Owner Trustee shall cause any Certificate issued to contain a legend stating “THIS CERTIFICATE IS NOT TRANSFERABLE, EXCEPT UNDER THE LIMITED CONDITIONS SPECIFIED IN THE TRUST AGREEMENT.”

SECTION 3.9. ERISA Restrictions

The Certificate may not be acquired by or for the account of (i) an “employee benefit plan” (as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”)) that is subject to the fiduciary responsibility provisions of Title I of ERISA, (ii) a “plan” (within the meaning of Section 4975(e)(1) of the Code) that is subject to Section 4975 of the Code, (iii) any entity whose underlying assets include assets of an employee benefit plan or a plan described in (i) or (ii) above by reason of such employee benefit plan’s or plan’s investment in the entity (collectively, a “Benefit Plan Investor”), or (iv) an employee benefit plan, a plan or other similar arrangement that is not a Benefit Plan Investor but is subject to federal, state, local, non-U.S. or other laws or regulations that are substantially similar to Section 406 of ERISA or Section 4975 of the Code (each of (i) – (iv), a “Benefit Plan Entity”). By accepting and holding its beneficial ownership interest in its Certificate, the Holder thereof shall be deemed to have represented and warranted that it is not a Benefit Plan Entity.

SECTION 3.10. Appointment of Certificate Paying Agent

The Certificate Paying Agent shall make distributions to the Certificateholder from the Certificate Distribution Account pursuant to Article VIII and Article XI hereof and shall report the amounts of such distributions to the Owner Trustee. Any Certificate Paying Agent shall have the revocable power to withdraw funds from the Certificate Distribution Account for the purpose of making the distributions referred to above. The Owner Trustee shall revoke such power and remove the Certificate Paying Agent if the Owner Trustee or the Depositor by written direction to the Owner Trustee determines, each in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Agreement in any material respect. The Certificate Paying Agent initially shall be Wilmington Trust Company, and any co-paying

 

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agent chosen by Wilmington Trust Company and the Depositor. Wilmington Trust Company shall be permitted to resign as Certificate Paying Agent upon 30 days’ written notice to the Owner Trustee and the Depositor. In the event that Wilmington Trust Company shall no longer be the Certificate Paying Agent, the Depositor, with the consent of the Owner Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed hereunder to execute and deliver to the Owner Trustee an instrument in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the Owner Trustee that, as Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment to the Certificateholder in trust for the benefit of the Certificateholder entitled thereto until such sums shall be paid to the Certificateholder. The Certificate Paying Agent shall return all unclaimed funds to the Owner Trustee and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Owner Trustee. The provisions of Articles VI and VII shall apply to the Owner Trustee also in its role as Certificate Paying Agent, for so long as the Owner Trustee shall act as Certificate Paying Agent and, to the extent applicable, to any other paying agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.

Article IV.

Voting Rights and Other Actions

SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters

With respect to the following matters, the Owner Trustee shall not take action unless at least 30 days before the taking of such action, the Owner Trustee shall have notified the Certificateholder in writing of the proposed action and the Certificateholder shall not have notified the Owner Trustee in writing prior to the 30th day after such notice is given that the Certificateholder has withheld consent or provided alternative direction:

(a) the election by the Trust to file an amendment to the Certificate of Trust (unless such amendment is required to be filed under the Statutory Trust Statute or unless such amendment would not materially and adversely affect the interests of the Holder);

(b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required;

(c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required and such amendment materially adversely affects the interest of the Certificateholder; or

(d) except pursuant to Section 12.1(b) of the Sale and Servicing Agreement, the amendment, change or modification of the Sale and Servicing Agreement, except to cure any ambiguity or defect or to amend or supplement any provision in a manner that would not materially adversely affect the interests of the Certificateholder.

 

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The Owner Trustee shall notify the Certificateholder in writing of any appointment of a successor Note Registrar or Trust Collateral Agent within five Business Days after receipt of notice thereof.

SECTION 4.2. Action by Certificateholder with Respect to Certain Matters

The Owner Trustee shall not have the power, except upon the direction of the Certificateholder in accordance with the Basic Documents, to (a) remove the Servicer under the Sale and Servicing Agreement pursuant to Section 9.2 thereof or (b) except as expressly provided in the Basic Documents, sell the Receivables after the termination of the Indenture. The Owner Trustee shall take the actions referred to in the preceding sentence only upon written instructions signed by the Certificateholder and the furnishing of indemnification satisfactory to the Owner Trustee by the Certificateholder.

SECTION 4.3. Restrictions on Certificateholder’s Power.

(a) The Certificateholder shall not direct the Owner Trustee to take or refrain from taking any action if such action or inaction would be contrary to any obligation of the Trust or the Owner Trustee under this Agreement or any of the Basic Documents or would be contrary to Section 2.3 nor shall the Owner Trustee be obligated to follow any such direction, if given.

(b) The Certificateholder shall not have any right by virtue or by availing itself of any provisions of this Agreement to institute any suit, action, or proceeding in equity or at law upon or under or with respect to this Agreement or any Basic Document, unless the Certificateholder previously shall have given to the Owner Trustee a written notice of default and of the continuance thereof, as provided in this Agreement, and also unless the Certificateholder shall have made written request upon the Owner Trustee to institute such action, suit or proceeding in its own name as Owner Trustee under this Agreement and shall have offered to the Owner Trustee such reasonable indemnity as it may require against the costs, expenses and liabilities to be incurred therein or thereby, and the Owner Trustee, for 30 days after its receipt of such notice, request, and offer of indemnity, shall have neglected or refused to institute any such action, suit, or proceeding, and during such 30-day period no request or waiver inconsistent with such written request has been given to the Owner Trustee pursuant to and in compliance with this Section or Section 5.3. For the protection and enforcement of the provisions of this Section, the Certificateholder and the Owner Trustee shall be entitled to such relief as can be given either at law or in equity.

SECTION 4.4. [Reserved]

SECTION 4.5. Action with Respect to Bankruptcy Action

(a) The Trust shall not, without the prior written consent of the Owner Trustee, (a) institute any proceedings to adjudicate the Trust bankrupt or insolvent, (b) consent to the institution of bankruptcy or insolvency proceedings against the Trust, (c) file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to bankruptcy with respect to the Trust, (d) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Trust or a substantial part of its property, (e) make any assignment for the benefit of the Trust’s creditors; (f) admit in writing its

 

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inability to pay its debts generally as they become due; (g) declare or effect a moratorium on its debt; or (h) take any action in furtherance of any of the foregoing (any of the above foregoing actions, a “Bankruptcy Action”). In considering whether to give or withhold written consent to a Bankruptcy Action by the Trust, the Owner Trustee, with the consent of the Certificateholder (hereby given, which consent the Certificateholder believes to be in the best interests of the Certificateholder and the Trust), shall consider the interest of the Noteholders in addition to the interests of the Trust and whether the Trust is insolvent; provided, however, that the Owner Trustee shall not be deemed to owe any fiduciary duty to the Noteholders. The Owner Trustee shall have no duty to give such written consent to a Bankruptcy Action by the Trust if the Owner Trustee shall not have been furnished (at the expense of the Trust or the Person that requested that such letter be furnished to the Owner Trustee) with a letter from an independent accounting firm of national reputation stating that in the opinion of such firm the Trust is then insolvent. The Owner Trustee (as such and in its individual capacity) shall not be personally liable to any Person on account of the Owner Trustee’s good faith reliance on the provisions of this Section or in connection with the Owner Trustee’s giving prior written consent to a Bankruptcy Action by the Trust in accordance herewith, or withholding such consent, in good faith, and neither the Trust nor the Certificateholder shall have any claim for breach of fiduciary duty or otherwise against the Owner Trustee (as such and in its individual capacity) for giving or withholding its consent to any such Bankruptcy Action.

(b) The parties hereto stipulate and agree that the Certificateholder has no power to commence any Bankruptcy Action on the part of the Trust or to direct the Owner Trustee to take any Bankruptcy Action on the part of the Trust except as provided in Sections 4.5(a) and 10.12. To the extent permitted by applicable law, the consent of the Trust Collateral Agent shall be obtained prior to taking any Bankruptcy Action by the Trust.

(c) The provisions of this Section do not constitute an acknowledgement or admission by the Trust, the Owner Trustee, the Certificateholder or any creditor of the Trust that the Trust is eligible to be a debtor, under the United States Bankruptcy Code, 11 U.S.C. §§ 101 et seq., as amended.

SECTION 4.6. Covenants and Restrictions on Conduct of Business.

(a) The Trust agrees to abide by the following restrictions:

(i) other than as contemplated by the Basic Documents and related documentation, the Trust shall not incur any indebtedness;

(ii) other than as contemplated by the Basic Documents and related documentation, the Trust shall not engage in any dissolution, liquidation, consolidation, merger or sale of assets;

(iii) other than as contemplated by the Basic Documents and related documentation, the Trust shall not engage in any business activity in which it is not currently engaged; and

 

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(iv) other than as contemplated by the Basic Documents and related documentation, the Trust shall not form, or cause to be formed, any subsidiaries and shall not own or acquire any asset.

(b) The Trust shall:

(i) maintain books and records separate from any other person or entity;

(ii) maintain its office and bank accounts separate from any other person or entity;

(iii) not commingle its assets with those of any other person or entity;

(iv) conduct its own business in its own name and use stationery or other business forms under its own name and not that of the Certificateholder or any Affiliate;

(v) other than as contemplated by the Basic Documents and related documentation, pay its own liabilities and expenses only out of its own funds;

(vi) observe all formalities required under the Statutory Trust Statute;

(vii) not guarantee or become obligated for the debts of any other person or entity;

(viii) not hold out its credit as being available to satisfy the obligation of any other person or entity;

(ix) not acquire the obligations or securities of the Certificateholder or its Affiliates;

(x) other than as contemplated by the Basic Documents and related documentation, not make loans to any other person or entity or buy or hold evidence of indebtedness issued by any other person or entity;

(xi) other than as contemplated by the Basic Documents and related documentation, not pledge its assets for the benefit of any other person or entity;

(xii) hold itself out as a separate entity from the Certificateholder and not conduct any business in the name of the Certificateholder;

(xiii) correct any known misunderstanding regarding its separate identity;

(xiv) not identify itself as a division (other than for tax reporting purposes) of any other person or entity; and

(xv) except as required or specifically provided in the Trust Agreement, the Trust will conduct business with the Certificateholder or any Affiliate thereof on an arm’s length basis.

 

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(c) So long as the Notes or any other amounts owed under the Indenture remain outstanding, the Trust shall not amend this Section 4.6 unless the Rating Agency Condition has been satisfied.

Article V.

Authority And Duties of Owner Trustee

SECTION 5.1. General Authority.

(a) The Owner Trustee is authorized and directed to execute and deliver the Basic Documents to which the Trust is named as a party, each certificate or other document attached as an exhibit to or contemplated by the Basic Documents to which the Trust is named as a party and any amendment thereto and on behalf of the Trust, each state business license (and any renewal thereof) prepared by the Certificateholder or Servicer, including a Sales Finance Company Application (and any renewal thereof) with the Pennsylvania Department of Banking, Licensing Division, and a Financial Regulation Application (and any renewal thereof) with the Maryland Department of Labor, Licensing and Regulation, in each case, in such form as the Depositor shall approve as evidenced conclusively by the Owner Trustee’s execution thereof, and on behalf of the Trust, to direct the Trustee to authenticate and deliver Class A-1 Notes in the aggregate principal amount of $156,000,000, Class A-2-A Notes in the aggregate principal amount of $100,000,000, Class A-2-B Notes in the aggregate principal amount of $235,000,000, Class A-3 Notes in the aggregate principal amount of $292,390,000, the Class B Notes in the aggregate principal amount of $84,390,000, the Class C Notes in the aggregate principal amount of $104,760,000, the Class D Notes in the aggregate principal amount of $103,020,000 and the Class E Notes in the aggregate principal amount of $24,440,000. In addition to the foregoing, the Owner Trustee is authorized, but shall not be obligated, to take all actions required of the Trust pursuant to the Basic Documents. The Owner Trustee is further authorized from time to time to take such action as the Certificateholder recommends with respect to the Basic Documents so long as such activities are consistent with the terms of the Basic Documents.

(b) The Owner Trustee shall sign on behalf of the Trust any applicable tax returns of the Trust, unless applicable law requires the Certificateholder to sign such documents.

SECTION 5.2. General Duties

It shall be the duty of the Owner Trustee to discharge (or cause to be discharged) all of its responsibilities pursuant to the terms of this Agreement and the Sale and Servicing Agreement and to administer the Trust in the interest of the Holder, subject to the Basic Documents and in accordance with the provisions of this Agreement. Notwithstanding the foregoing, the Owner Trustee shall be deemed to have discharged its duties and responsibilities hereunder and under the Basic Documents to the extent the Servicer has agreed in the Sale and Servicing Agreement to perform any act or to discharge any duty of the Trust or the Owner Trustee hereunder or under any Basic Document, and the Owner Trustee shall not be liable for the default or failure of the Servicer to carry out its obligations under the Sale and Servicing Agreement.

 

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SECTION 5.3. Action upon Instruction.

(a) Subject to Article IV, the Certificateholder shall have the exclusive right to direct the actions of the Owner Trustee in the management of the Trust, so long as such instructions are not inconsistent with the express terms set forth herein or in any Basic Document. The Certificateholder shall not instruct the Owner Trustee in a manner inconsistent with this Agreement or the Basic Documents.

(b) The Owner Trustee shall not be required to take any action hereunder or under any Basic Document if the Owner Trustee shall have reasonably determined, or shall have been advised by counsel, that such action is likely to result in liability on the part of the Owner Trustee or is contrary to the terms hereof or of any Basic Document or is otherwise contrary to law.

(c) Whenever the Owner Trustee is unable to decide between alternative courses of action permitted or required by the terms of this Agreement or any Basic Document, the Owner Trustee shall promptly give notice (in such form as shall be appropriate under the circumstances) to the Certificateholder requesting instruction as to the course of action to be adopted, and to the extent the Owner Trustee acts in good faith in accordance with any written instruction of the Certificateholder received, the Owner Trustee shall not be liable on account of such action to any Person. If the Owner Trustee shall not have received appropriate instruction within 10 days of such notice (or within such shorter period of time as reasonably may be specified in such notice or may be necessary under the circumstances) it may, but shall be under no duty to, take or refrain from taking such action, not inconsistent with this Agreement or the Basic Documents, as it shall deem to be in the best interests of the Certificateholder, and shall have no liability to any Person for such action or inaction.

(d) In the event that the Owner Trustee is unsure as to the application of any provision of this Agreement or any Basic Document or any such provision is ambiguous as to its application, or is, or appears to be, in conflict with any other applicable provision, or in the event that this Agreement permits any determination by the Owner Trustee or is silent or is incomplete as to the course of action that the Owner Trustee is required to take with respect to a particular set of facts, the Owner Trustee may give notice (in such form as shall be appropriate under the circumstances) to the Certificateholder requesting instruction and, to the extent that the Owner Trustee acts or refrains from acting in good faith in accordance with any such instruction received, the Owner Trustee shall not be liable, on account of such action or inaction, to any Person. If the Owner Trustee shall not have received appropriate instruction within 10 days of such notice (or within such shorter period of time as reasonably may be specified in such notice or may be necessary under the circumstances) it may, but shall be under no duty to, take or refrain from taking such action, not inconsistent with this Agreement or the Basic Documents, as it shall deem to be in the best interests of the Certificateholder, and shall have no liability to any Person for such action or inaction.

 

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SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions

The Owner Trustee shall not have any duty or obligation to manage, make any payment with respect to, register, record, sell, dispose of, or otherwise deal with the Owner Trust Estate, or to otherwise take or refrain from taking any action under, or in connection with, any document contemplated hereby to which the Owner Trustee is a party, except as expressly provided by the terms of this Agreement or in any document or written instruction received by the Owner Trustee pursuant to Section 5.3; and no implied duties or obligations shall be read into this Agreement or any Basic Document against the Owner Trustee. The Owner Trustee shall have no responsibility for filing any financing or continuation statement in any public office at any time or to otherwise perfect or maintain the perfection of any security interest or lien granted to it hereunder or to prepare or file any Commission filing (including any filings required pursuant to the Sarbanes-Oxley Act of 2002 or any rule or regulation promulgated thereunder) for the Trust or to record this Agreement or any Basic Document. The Owner Trustee nevertheless agrees that it will, at its own cost and expense, promptly take all action as may be necessary to discharge any Liens on any part of the Owner Trust Estate that result from actions by, or claims against, the Owner Trustee (solely in its individual capacity) and that are not related to the ownership or the administration of the Owner Trust Estate.

SECTION 5.5. No Action Except under Specified Documents or Instructions

The Owner Trustee shall not manage, control, use, sell, dispose of or otherwise deal with any part of the Owner Trust Estate except (i) in accordance with the powers granted to and the authority conferred upon the Owner Trustee pursuant to this Agreement, (ii) in accordance with the Basic Documents and (iii) in accordance with any document or instruction delivered to the Owner Trustee pursuant to Section 5.3.

SECTION 5.6. Restrictions

The Owner Trustee shall not take any action (a) that is inconsistent with the purposes of the Trust set forth in Section 2.3 or (b) that, to the actual knowledge of the Owner Trustee, would result in the Trust’s becoming taxable as a corporation for federal income tax purposes. The Certificateholder shall not direct the Owner Trustee to take action that would violate the provisions of this Section.

SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties

(a) The Owner Trustee will (i) in accordance with its obligations pursuant to Section 3.2 of the Sale and Servicing Agreement, provide prompt written notice upon the discovery of any breach of the Seller’s representations and warranties, (ii) no later than five (5) Business Days after the end of each calendar quarter, provide to the Servicer, AmeriCredit and the Seller, a notice in substantially the form of Exhibit C with respect to any requests (in writing or orally) for the repurchase of any Receivable pursuant to Section 5.1 of the Purchase Agreement or Section 3.2 of the Sale and Servicing Agreement received by a Responsible Officer of the Owner Trustee during the immediately preceding calendar quarter (or, in the case of the initial notice, since the Closing Date) and (iii) promptly upon reasonable written request by the Servicer, AmeriCredit or the Seller, provide to them any other information reasonably requested in good faith that is in actual possession of the Owner Trustee and necessary to facilitate compliance by them with Rule 15Ga-1 under the Exchange Act, and Items 1104(e) and 1121(c) of Regulation AB.

 

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(b) In no event will the Owner Trustee or the Issuer have any responsibility or liability in connection with (i) the compliance by the Servicer, AmeriCredit, the Seller or any other Person with the Exchange Act or Regulation AB or (ii) any filing required to be made by a securitizer under the Exchange Act or Regulation AB. The Owner Trustee will not have a duty to conduct any affirmative investigation as to the occurrence of any conditions requiring the repurchase of any Receivable pursuant to Section 5.1 of the Purchase Agreement or Section 3.2 of the Sale and Servicing Agreement.

Article VI.

Concerning the Owner Trustee

SECTION 6.1. Acceptance of Trusts and Duties

The Owner Trustee accepts the trusts hereby created and agrees to perform its duties hereunder with respect to such trusts but only upon the terms of this Agreement. The Owner Trustee also agrees to disburse all moneys actually received by it constituting part of the Owner Trust Estate upon the terms of the Basic Documents and this Agreement. The Owner Trustee shall not be answerable or accountable hereunder or under any Basic Document under any circumstances, except (i) for its own willful misconduct, bad faith or negligence, (ii) in the case of the inaccuracy of any representation or warranty contained in Section 6.3 expressly made by the Owner Trustee, (iii) for liabilities arising from the failure of the Owner Trustee to perform obligations expressly undertaken by it in the last sentence of Section 5.4 hereof, (iv) for any investments issued by the Owner Trustee or any branch or affiliate thereof in its commercial capacity or (v) for taxes, fees or other charges on, based on or measured by, any fees, commissions or compensation received by the Owner Trustee. In particular, but not by way of limitation (and subject to the exceptions set forth in the preceding sentence):

(a) the Owner Trustee shall not be liable for any error of judgment made by a Responsible Officer of the Owner Trustee (except in the case of willful misconduct, bad faith or negligence);

(b) the Owner Trustee shall not be liable with respect to any action taken or omitted to be taken by it in accordance with the instructions of the Servicer or the Certificateholder;

(c) no provision of this Agreement or any Basic Document shall require the Owner Trustee to expend or risk funds or otherwise incur any financial liability in the performance of any of its rights or powers hereunder or under any Basic Document if the Owner Trustee shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured or provided to it;

(d) under no circumstances shall the Owner Trustee be liable for indebtedness evidenced by or arising under any of the Basic Documents, including the principal of and interest on the Notes;

 

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(e) the Owner Trustee shall not be responsible for or in respect of the validity or sufficiency of this Agreement or for the due execution hereof by the Depositor or for the form, character, genuineness, sufficiency, value or validity of any of the Owner Trust Estate or for or in respect of the validity or sufficiency of the Basic Documents, other than the certificate of authentication on the Certificate, and the Owner Trustee shall in no event assume or incur any liability, duty or obligation to the Trustee, the Trust Collateral Agent, any Noteholder or the Certificateholder, other than as expressly provided for herein and in the Basic Documents;

(f) the Owner Trustee shall not be liable for the default or misconduct of the Trustee, the Trust Collateral Agent or the Servicer under any of the Basic Documents or otherwise and the Owner Trustee shall have no obligation or liability to perform the obligations under this Agreement or the Basic Documents that are required to be performed by the Trustee under the Indenture or the Trust Collateral Agent or the Servicer under the Sale and Servicing Agreement; and

(g) the Owner Trustee shall be under no obligation to exercise any of the rights or powers vested in it by this Agreement, or to institute, conduct or defend any litigation under this Agreement or otherwise or in relation to this Agreement or any Basic Document, at the request, order or direction of the Certificateholder, unless the Certificateholder has offered to the Owner Trustee security or indemnity satisfactory to it against the costs, expenses and liabilities that may be incurred by the Owner Trustee therein or thereby. The right of the Owner Trustee to perform any discretionary act enumerated in this Agreement or in any Basic Document shall not be construed as a duty, and the Owner Trustee shall not be answerable for other than its negligence, bad faith or willful misconduct in the performance of any such act.

SECTION 6.2. Furnishing of Documents

The Owner Trustee shall furnish to the Certificateholder promptly upon receipt of a written request therefor, duplicates or copies of all reports, notices, requests, demands, certificates, financial statements and any other instruments furnished to the Owner Trustee under the Basic Documents.

SECTION 6.3. Representations and Warranties

Wilmington Trust Company hereby represents and warrants to the Depositor and the Holder, that:

(a) It is a Delaware corporation with trust powers, duly organized and validly existing in good standing under the laws of the State of Delaware. It has all requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement.

(b) It has taken all corporate action necessary to authorize the execution and delivery by it of this Agreement, and this Agreement will be executed and delivered by one of its officers who is duly authorized to execute and deliver this Agreement on its behalf.

(c) Neither the execution nor the delivery by it of this Agreement, nor the consummation by it of the transactions contemplated hereby nor compliance by it with any of the terms or provisions hereof will contravene any federal or Delaware state law, governmental rule

 

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or regulation governing the banking or trust powers of Wilmington Trust Company or any judgment or order binding on it, or constitute any default under its charter documents or by-laws or any indenture, mortgage, contract, agreement or instrument to which it is a party or by which any of its properties may be bound.

(d) The Agreement has been, or, when executed and delivered will have been, duly authorized, validly executed and delivered by Wilmington Trust Company and constitutes, a valid and binding agreement of Wilmington Trust Company, enforceable against Wilmington Trust Company in accordance with its terms, except to the extent that enforceability may (A) be subject to insolvency, reorganization, moratorium, or other similar laws, regulations or procedures of general applicability now or hereinafter in effect relating to or affecting creditor’s rights generally and (B) be limited by general principles of equity (whether considered in a proceeding at law or in equity).

(e) There are no proceedings or investigations pending or, to the actual knowledge of a Responsible Officer of Wilmington Trust Company, threatened, before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over Wilmington Trust Company or its properties (a) asserting the invalidity of this Agreement or (b) seeking any determination or ruling that might materially and adversely affect the performance by Wilmington Trust Company of its obligations under, or the validity or enforceability of, this Agreement or any other Basic Document.

SECTION 6.4. Reliance; Advice of Counsel.

(a) The Owner Trustee shall incur no liability to anyone in acting upon any signature, instrument, notice, resolution, request, consent, order, certificate, report, opinion, bond or other document or paper believed by it to be genuine and believed by it to be signed by the proper party or parties. The Owner Trustee may accept a certified copy of a resolution of the board of directors or other governing body of any corporate party as conclusive evidence that such resolution has been duly adopted by such body and that the same is in full force and effect. As to any fact or matter, the method of the determination of which is not specifically prescribed herein, the Owner Trustee may for all purposes hereof rely on a certificate, signed by the president or any vice president or by the treasurer, secretary or other authorized officers of the relevant party, as to such fact or matter, and such certificate shall constitute full protection to the Owner Trustee for any action taken or omitted to be taken by it in good faith in reliance thereon.

(b) In the exercise or administration of the trusts hereunder and in the performance of its duties and obligations under this Agreement or the Basic Documents, the Owner Trustee (i) may act directly or through its agents or attorneys pursuant to agreements entered into with any of them, and the Owner Trustee shall not be liable for the conduct or misconduct of such agents or attorneys if such agents or attorneys shall have been selected by the Owner Trustee with reasonable care, and (ii) may consult with counsel, accountants and other skilled persons to be selected with reasonable care and employed by it. The Owner Trustee shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the written opinion or advice of any such counsel, accountants or other such persons and according to such opinion not contrary to this Agreement or any Basic Document.

 

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SECTION 6.5. Not Acting in Individual Capacity

Except as provided in this Article VI, in accepting the trust hereby created Wilmington Trust Company acts solely as Owner Trustee hereunder and not in its individual capacity and all Persons having any claim against the Owner Trustee by reason of the transactions contemplated by this Agreement or any Basic Document shall look only to the Owner Trust Estate for payment or satisfaction thereof.

SECTION 6.6. Owner Trustee Not Liable for Certificate or Receivables

The recitals contained herein and in the Certificate (other than the signature and countersignature of the Owner Trustee on the Certificate) shall be taken as the statements of the Depositor and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Agreement, of any Basic Document or of the Certificate (other than the signature and countersignature of the Owner Trustee on the Certificate) or the Notes, or of any Receivable or related documents. The Owner Trustee shall at no time have any responsibility or liability for or with respect to the legality, validity and enforceability of any Receivable, or the perfection and priority of any security interest created by any Receivable in any Financed Vehicle or the maintenance of any such perfection and priority, or for or with respect to the sufficiency of the Owner Trust Estate or its ability to generate the payments to be distributed to the Certificateholder under this Agreement or the Noteholders under the Indenture, including, without limitation: the existence, condition and ownership of any Financed Vehicle; the existence and enforceability of any insurance thereon; the existence and contents of any Receivable on any computer or other record thereof; the validity of the assignment of any Receivable to the Trust or of any intervening assignment; the completeness of any Receivable; the performance or enforcement of any Receivable; the compliance by the Depositor, the Servicer or any other Person with any warranty or representation made under any Basic Document or in any related document or the accuracy of any such warranty or representation or any action of the Trustee or the Servicer or any subservicer taken in the name of the Owner Trustee.

SECTION 6.7. Owner Trustee May Own Notes

The Owner Trustee in its individual or any other capacity may become the owner or pledgee of the Notes and may deal with the Depositor, the Trustee and the Servicer in banking transactions with the same rights as it would have if it were not Owner Trustee.

SECTION 6.8. Payments from Owner Trust Estate

All payments to be made by the Owner Trustee under this Agreement or any of the Basic Documents to which the Trust or the Owner Trustee is a party shall be made only from the income and proceeds of the Owner Trust Estate and only to the extent that the Owner Trustee shall have received income or proceeds from the Owner Trust Estate to make such payments in accordance with the terms hereof. Wilmington Trust Company or any successor thereto, in its individual capacity, shall not be liable for any amounts payable under this Agreement or any of the Basic Documents to which the Trust or the Owner Trustee is a party.

 

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SECTION 6.9. Doing Business in Other Jurisdictions

Notwithstanding anything contained herein to the contrary, neither Wilmington Trust Company or any successor thereto, nor the Owner Trustee shall be required to take any action in any jurisdiction other than in the State of Delaware if the taking of such action will, even after the appointment of a co-trustee or separate trustee in accordance with Section 9.5 hereof, (i) require the consent or approval or authorization or order of or the giving of notice to, or the registration with or the taking of any other action in respect of, any state or other governmental authority or agency of any jurisdiction other than the State of Delaware; (ii) result in any fee, tax or other governmental charge under the laws of the State of Delaware becoming payable by Wilmington Trust Company (or any successor thereto); or (iii) subject Wilmington Trust Company (or any successor thereto) to personal jurisdiction in any jurisdiction other than the State of Delaware for causes of action arising from acts unrelated to the consummation of the transactions by Wilmington Trust Company (or any successor thereto) or the Owner Trustee, as the case may be, contemplated hereby.

SECTION 6.10. FATCA Information

Each Certificateholder or Holder, by acceptance of such Certificate or such interest therein, agrees to provide to the Owner Trustee, upon its reasonable request, the FATCA Information to the extent such Certificate Holder or Holder is legally entitled to do so. In addition, each Certificateholder or Holder, by acceptance of such Certificate or such interest therein, agrees that the Owner Trustee has the right to withhold or deduct (and to promptly pay over, in full, to the relevant taxing authority) any amounts properly withheld or deducted under law (and without any corresponding gross-up) payable to a Certificateholder or Holder that fails to comply with the requirements of the preceding sentence.

Article VII.

Compensation of Owner Trustee

SECTION 7.1. Owner Trustee’s Fees and Expenses. The Owner Trustee shall receive as compensation for its services hereunder such fees as have been separately agreed upon before the date hereof between AmeriCredit and the Owner Trustee, and the Owner Trustee shall be entitled to be reimbursed by the Depositor for its other reasonable expenses hereunder, including the reasonable compensation, expenses and disbursements of such agents, representatives, experts and counsel as the Owner Trustee may employ in connection with the exercise and performance of its rights and its duties hereunder and under the Basic Documents. General Motors Financial Company, Inc. shall be jointly and severally liable for the fees and expenses owing to the Owner Trustee under this Section 7.1.

SECTION 7.2. Indemnification

The Depositor shall be liable as primary obligor for, and shall indemnify the Owner Trustee and its officers, directors, successors, assigns, agents and servants (collectively, the “Indemnified Parties”) from and against, any and all liabilities, obligations, losses, damages, taxes, claims, actions and suits, and any and all reasonable costs, expenses and disbursements (including reasonable legal fees and expenses) of any kind and nature whatsoever (collectively, “Expenses”) which may at any time be imposed on, incurred by, or asserted against the Owner

 

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Trustee or any Indemnified Party in any way relating to or arising out of this Agreement, the Basic Documents, the Owner Trust Estate, the administration of the Owner Trust Estate or the action or inaction of the Owner Trustee hereunder, except only that the Depositor shall not be liable for or required to indemnify the Owner Trustee from and against Expenses arising or resulting from any of the matters described in the third sentence of Section 6.1. The indemnities contained in this Section and the rights under Section 7.1 shall survive the resignation or termination of the Owner Trustee or the termination of this Agreement. In any event of any claim, action or proceeding for which indemnity will be sought pursuant to this Section, the Owner Trustee’s choice of legal counsel shall be subject to the approval of the Depositor which approval shall not be unreasonably withheld. General Motors Financial Company, Inc. shall be jointly and severally liable for the indemnification duties and obligations of the Depositor which are described in this Section 7.2.

SECTION 7.3. Payments to the Owner Trustee

Any amounts paid to the Owner Trustee pursuant to this Article VII shall be deemed not to be a part of the Owner Trust Estate immediately after such payment.

SECTION 7.4. Non-recourse Obligations

Notwithstanding anything in this Agreement or any Basic Document, the Owner Trustee agrees in its individual capacity and in its capacity as Owner Trustee for the Trust that all obligations of the Trust to the Owner Trustee individually or as Owner Trustee for the Trust shall be with recourse to the Owner Trust Estate only and specifically shall be without recourse to the assets of the Holder.

Article VIII.

Termination of Trust Agreement

SECTION 8.1. Termination of Trust Agreement.

(a) The Trust shall dissolve in accordance with Section 3808 of the Statutory Trust Statute upon the maturity or other liquidation of the last Receivable (including the purchase by the Servicer at its option or by the Seller at its option of the corpus of the Trust as described in Section 10.1 of the Sale and Servicing Agreement) and the subsequent distribution of amounts in respect of such Receivables as provided in the Basic Documents; provided, however, that the rights to indemnification under Section 7.2 and the rights under Section 7.1 shall survive the dissolution of the Trust. The Seller or the Servicer shall promptly notify the Owner Trustee of any prospective dissolution pursuant to this Section. The bankruptcy, liquidation, dissolution, death or incapacity of the Certificateholder, shall not (x) operate to terminate this Agreement or the Trust, nor (y) entitle the Certificateholder’s legal representatives or heirs to claim an accounting or to take any action or proceeding in any court for a partition or winding up of all or any part of the Trust or Owner Trust Estate nor (z) otherwise affect the rights, obligations and liabilities of the parties hereto.

(b) Neither the Depositor nor the Certificateholder shall be entitled to revoke or terminate the Trust.

 

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(c) Notice of any termination of the Trust, specifying the Distribution Date upon which the Certificateholder shall surrender the Certificate to the Owner Trustee for payment of the final distribution by the Certificate Paying Agent and cancellation, shall be given by the Servicer on behalf of the Owner Trustee by letter to the Certificateholder mailed within five Business Days of receipt of notice of such termination from the Servicer given pursuant to Section 10.1(c) of the Sale and Servicing Agreement, stating (i) the Distribution Date upon or with respect to which final payment of the Certificate shall be made upon presentation and surrender of the Certificate at the office of the Owner Trustee therein designated, (ii) the amount of any such final payment, (iii) that the Record Date otherwise applicable to such Distribution Date is not applicable, payments being made only upon presentation and surrender of the Certificate at the office of the Owner Trustee therein specified and (iv) interest will cease to accrue on the Certificate. The Servicer on behalf of the Owner Trustee shall give such notice to the Trust Collateral Agent at the time such notice is given to the Certificateholder. Upon presentation and surrender of the Certificate, the Certificate Paying Agent shall cause to be distributed to the Certificateholder amounts distributable on such Distribution Date pursuant to Section 5.7 of the Sale and Servicing Agreement.

In the event that the Certificateholder shall not surrender the Certificate for cancellation within six months after the date specified in the above mentioned written notice, the Servicer on behalf of the Owner Trustee shall give a second written notice to the Certificateholder to surrender the Certificate for cancellation and receive the final distribution with respect thereto. If within one year after the second notice the Certificate shall not have been surrendered for cancellation, the Owner Trustee may take appropriate steps, or may appoint an agent to take appropriate steps, to contact the Certificateholder concerning surrender of its Certificate, and the cost thereof shall be paid out of the funds and other assets that shall remain subject to this Agreement. Any funds remaining in the Trust after exhaustion of such remedies shall be distributed, subject to applicable escheat laws, by the Owner Trustee to the Holder.

(d) Upon the completion of the winding up of the Trust in accordance with Section 3808 of the Statutory Trust Statute, this Agreement shall terminate and be of no further force or effect except as expressly set forth herein and the Owner Trustee shall cause the Certificate of Trust to be canceled by filing a certificate of cancellation with the Secretary of State in accordance with the provisions of Section 3810 of the Statutory Trust Statute.

Article IX.

Successor Owner Trustees and Additional Owner Trustees

SECTION 9.1. Eligibility Requirements for Owner Trustee

The Owner Trustee shall at all times be a Person (i) satisfying the provisions of Section 3807(a) of the Statutory Trust Statute; (ii) authorized to exercise corporate trust powers; and (iii) having a combined capital and surplus of at least $50,000,000 and subject to supervision or examination by federal or state authorities. If such Person shall publish reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then for the purpose of this Section, the combined capital and surplus of such Person shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Owner Trustee shall cease to be eligible in accordance with the provisions of this Section, the Owner Trustee shall resign immediately in the manner and with the effect specified in Section 9.2.

 

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SECTION 9.2. Resignation or Removal of Owner Trustee

The Owner Trustee may at any time resign and be discharged from the trusts hereby created by giving written notice thereof to the Depositor and the Servicer. Upon receiving such notice of resignation, the Depositor shall promptly appoint a successor Owner Trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the resigning Owner Trustee and one copy to the successor Owner Trustee. If no successor Owner Trustee shall have been so appointed and have accepted appointment within 30 days after the giving of such notice of resignation, the resigning Owner Trustee or the Certificateholder may petition any court of competent jurisdiction for the appointment of a successor Owner Trustee.

If at any time the Owner Trustee shall (i) cease to be eligible in accordance with the provisions of Section 9.1 and shall fail to resign after written request therefor by the Depositor, (ii) be legally unable to act, or shall be adjudged bankrupt or insolvent, or a receiver of the Owner Trustee or of its property shall be appointed, or any public officer shall take charge or control of the Owner Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation, or (iii) be removed as Certificate Paying Agent pursuant to Section 3.10 hereof, then the Depositor may remove the Owner Trustee by sending written notice of such removal to the Owner Trustee. If the Depositor shall remove the Owner Trustee under the authority of the immediately preceding sentence, the Depositor shall promptly (x) appoint a successor Owner Trustee by written instrument, in duplicate, one copy of which instrument shall be delivered to the outgoing Owner Trustee so removed and one copy to the successor Owner Trustee, and (y) pay all fees owed to the outgoing Owner Trustee.

Any resignation or removal of the Owner Trustee and appointment of a successor Owner Trustee pursuant to any of the provisions of this Section shall not become effective until acceptance of appointment by the successor Owner Trustee pursuant to Section 9.3 and payment of all fees and expenses owed to the outgoing Owner Trustee. The Depositor shall provide notice of such resignation or removal of the Owner Trustee to each of the Rating Agencies.

SECTION 9.3. Successor Owner Trustee

Any successor Owner Trustee appointed pursuant to Section 9.2 shall execute, acknowledge and deliver to the Depositor, the Servicer and to its predecessor Owner Trustee an instrument accepting such appointment under this Agreement, and thereupon the resignation or removal of the predecessor Owner Trustee shall become effective and such successor Owner Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, with like effect as if originally named as Owner Trustee. The predecessor Owner Trustee shall upon payment of its fees and expenses deliver to the successor Owner Trustee all documents and statements and monies held by it under this Agreement; and the Depositor and the predecessor Owner Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Owner Trustee all such rights, powers, duties and obligations.

 

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No successor Owner Trustee shall accept appointment as provided in this Section unless at the time of such acceptance such successor Owner Trustee shall be eligible pursuant to Section 9.1.

Upon acceptance of appointment by a successor Owner Trustee pursuant to this Section, the Servicer shall mail notice of the successor of such Owner Trustee to the Certificateholder, the Trustee, the Noteholders and the Rating Agencies. If the Servicer shall fail to mail such notice within 10 days after acceptance of appointment by the successor Owner Trustee, the successor Owner Trustee shall cause such notice to be mailed at the expense of the Servicer.

SECTION 9.4. Merger or Consolidation of Owner Trustee

Any Person into which the Owner Trustee may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Owner Trustee shall be a party, or any Person succeeding to all or substantially all of the corporate trust business of the Owner Trustee, shall be the successor of the Owner Trustee hereunder, provided such Person shall be eligible pursuant to Section 9.1, without the execution or filing of any instrument or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, further, that the Owner Trustee shall mail notice of such merger or consolidation or succession to the Depositor (who shall notify the Rating Agencies).

SECTION 9.5. Appointment of Co-Trustee or Separate Trustee

Notwithstanding any other provisions of this Agreement, at any time, for the purpose of meeting any legal requirements of any jurisdiction in which any part of the Owner Trust Estate or any Financed Vehicle may at the time be located, the Servicer and the Owner Trustee acting jointly shall have the power and shall execute and deliver all instruments to appoint one or more Persons approved by the Owner Trustee to act as co-trustee, jointly with the Owner Trustee, or separate trustee or separate trustees, of all or any part of the Owner Trust Estate, and to vest in such Person, in such capacity, such title to the Trust, or any part thereof, and, subject to the other provisions of this Section, such powers, duties, obligations, rights and trusts as the Servicer and the Owner Trustee may consider necessary or desirable. If the Servicer shall not have joined in such appointment within 15 days after the receipt by it of a request to do so, the Owner Trustee shall have the power to make such appointment. No co-trustee or separate trustee under this Agreement shall be required to meet the terms of eligibility as a successor trustee pursuant to Section 9.1 and no notice of the appointment of any co-trustee or separate trustee shall be required pursuant to Section 9.3.

Each separate trustee and co-trustee shall, to the extent permitted by law, be appointed and act subject to the following provisions and conditions:

 

27


(i) all rights, powers, duties and obligations conferred or imposed upon the Owner Trustee shall be conferred upon and exercised or performed by the Owner Trustee and such separate trustee or co-trustee jointly (it being understood that such separate trustee or co-trustee is not authorized to act separately without the Owner Trustee joining in such act), except to the extent that under any law of any jurisdiction in which any particular act or acts are to be performed, the Owner Trustee shall be incompetent or unqualified to perform such act or acts, in which event such rights, powers, duties and obligations (including the holding of title to the Trust or any portion thereof in any such jurisdiction) shall be exercised and performed singly by such separate trustee or co-trustee, but solely at the direction of the Owner Trustee;

(ii) no trustee under this Agreement shall be personally liable by reason of any act or omission of any other trustee under this Agreement; and

(iii) the Servicer and the Owner Trustee acting jointly may at any time accept the resignation of or remove any separate trustee or co-trustee.

Any notice, request or other writing given to the Owner Trustee shall be deemed to have been given to each of the then separate trustees and co-trustees, as effectively as if given to each of them. Every instrument appointing any separate trustee or co-trustee shall refer to this Agreement and the conditions of this Article. Each separate trustee and co-trustee, upon its acceptance of the trusts conferred, shall be vested with the estates or property specified in its instrument of appointment, either jointly with the Owner Trustee or separately, as may be provided therein, subject to all the provisions of this Agreement, specifically including every provision of this Agreement relating to the conduct of, affecting the liability of, or affording protection to, the Owner Trustee. Each such instrument shall be filed with the Owner Trustee and a copy thereof given to the Servicer.

Any separate trustee or co-trustee may at any time appoint the Owner Trustee, its agent or attorney-in-fact with full power and authority, to the extent not prohibited by law, to do any lawful act under or in respect of this Agreement on its behalf and in its name. If any separate trustee or co-trustee shall die, become incapable of acting, resign or be removed, all of its estates, properties, rights, remedies and trusts shall vest in and be exercised by the Owner Trustee, to the extent permitted by law, without the appointment of a new or successor trustee.

Article X.

Miscellaneous

SECTION 10.1. Supplements and Amendments.

(a) This Agreement may be amended by the Depositor and the Owner Trustee, and with prior written notice by the Depositor to the Rating Agencies, without the consent of any of the Noteholders or the Certificateholder, (i) to cure any ambiguity or defect or (ii) to correct, supplement or modify any provisions in this Agreement; provided, however, that such action shall not, as evidenced by an Opinion of Counsel delivered to the Owner Trustee which may be based upon a certificate of the Servicer, adversely affect in any material respect the interests of any Noteholder or Certificateholder.

 

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(b) This Agreement may also be amended from time to time by the Depositor and the Owner Trustee, with prior written notice by the Depositor to the Rating Agencies, to the extent such amendment materially and adversely affects the interests of the Noteholders, with the consent of the Noteholders evidencing not less than a majority of the Outstanding Amount of the Notes, and the consent of the Certificateholder (which consent of any Holder of a Certificate or Note given pursuant to this Section or pursuant to any other provision of this Agreement shall be conclusive and binding on such Holder) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Noteholders or the Certificateholder; provided, however, that no such amendment shall (a) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on Receivables or distributions that shall be required to be made for the benefit of the Noteholders or the Certificateholder or (b) reduce the aforesaid percentage of the Outstanding Amount of the Notes and the Certificate balance required to consent to any such amendment, without the consent of the Holders of all the outstanding Notes and the Certificateholder.

Promptly after the execution of any such amendment or consent, the Owner Trustee shall furnish written notification of the substance of such amendment or consent to the Certificateholder, the Trustee and the Depositor (who shall send such notification to each of the Rating Agencies).

It shall not be necessary for the consent of the Certificateholder, the Noteholders or the Trustee pursuant to this Section to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of the Certificateholder provided for in this Agreement or in any other Basic Document) and of evidencing the authorization of the execution thereof by the Certificateholder shall be subject to such reasonable requirements as the Owner Trustee may prescribe. Promptly after the execution of any amendment to the Certificate of Trust, the Owner Trustee shall cause the filing of such amendment with the Secretary of State.

Prior to the execution of any amendment to this Agreement or the Certificate of Trust, the Owner Trustee shall be entitled to receive and rely upon an Opinion of Counsel stating that the execution of such amendment is authorized or permitted by this Agreement and that all conditions precedent to the execution and delivery of such amendment have been satisfied. The Owner Trustee may, but shall not be obligated to, enter into any such amendment which affects the Owner Trustee’s own rights, duties or immunities under this Agreement or otherwise.

SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholder

The Certificateholder shall not have legal title to any part of the Owner Trust Estate. The Certificateholder shall be entitled to receive distributions in accordance with Article VIII. No transfer, by operation of law or otherwise, of any right, title or interest of the Certificateholder to and in its ownership interest in the Owner Trust Estate shall operate to terminate this Agreement or the trust hereunder or entitle any transferee to an accounting or to the transfer to it of legal title to any part of the Owner Trust Estate.

 

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SECTION 10.3. Limitations on Rights of Others

The provisions of this Agreement are solely for the benefit of the Owner Trustee, the Depositor, the Certificateholder, the Servicer and, to the extent expressly provided herein, the Trustee, the Trust Collateral Agent and the Noteholders, and nothing in this Agreement, whether express or implied, shall be construed to give to any other Person any legal or equitable right, remedy or claim in the Owner Trust Estate or under or in respect of this Agreement or any covenants, conditions or provisions contained herein.

SECTION 10.4. Notices.

(a) Unless otherwise expressly specified or permitted by the terms hereof, all notices shall be in writing and shall be deemed given upon receipt personally delivered, delivered by overnight courier or mailed first class mail or certified mail, in each case return receipt requested, and shall be deemed to have been duly given upon receipt, if to the Owner Trustee, addressed to the Corporate Trust Office; if to the Depositor, addressed to AFS SenSub Corp., 2265 B Renaissance Drive, Suite 17, Las Vegas, Nevada 89119, Attention: Chief Financial Officer, with a copy to AFS SenSub Corp., c/o AmeriCredit Financial Services, Inc., 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102, Attention: Chief Financial Officer; or, as to each party, at such other address as shall be designated by such party in a written notice to each other party.

(b) Any notice required or permitted to be given to the Certificateholder shall be given by first-class mail, postage prepaid, at the address of the Holder. Any notice so mailed within the time prescribed in this Agreement shall be conclusively presumed to have been duly given, whether or not the Certificateholder receives such notice.

(c) Where this Agreement provides for notice or delivery of documents to the Rating Agencies, failure to give such notice or deliver such documents shall not affect any other rights or obligations created hereunder.

SECTION 10.5. Severability

Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

SECTION 10.6. Separate Counterparts

This Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, regardless of whether delivered in physical or electronic form, but all such counterparts shall together constitute but one and the same instrument.

 

30


SECTION 10.7. Assignments

This Agreement shall inure to the benefit of and be binding upon the parties hereto, and their respective successors and permitted assigns.

SECTION 10.8. No Recourse

The Certificateholder by accepting a Certificate acknowledges that the Certificate represents a beneficial interest in the Trust only and does not represent interests in or obligations of the Seller, the Servicer, the Owner Trustee, the Trustee, or any Affiliate thereof and no recourse may be had against such parties or their assets, except as may be expressly set forth or contemplated in this Agreement, the Certificate or the Basic Documents.

SECTION 10.9. Headings

The headings of the various Articles and Sections herein are for convenience of reference only and shall not define or limit any of the terms or provisions hereof.

SECTION 10.10. GOVERNING LAW

THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF DELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

SECTION 10.11. Servicer

(a) The Servicer is authorized to prepare, or cause to be prepared, execute and deliver on behalf of the Trust, all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Trust or Owner Trustee to prepare, file or deliver pursuant to the Basic Documents. Upon written request, the Owner Trustee shall execute and deliver to the Servicer a limited power of attorney appointing the Servicer as the Trust’s agent and attorney-in-fact to prepare, or cause to be prepared, execute and deliver all such documents, reports, filings, instruments, certificates and opinions.

(b) It shall be the Servicer’s duty and responsibility, and not the Owner Trustee’s duty or responsibility, to cause the Trust to respond to, defend, participate in or otherwise act in connection with any regulatory, administrative, governmental, investigative or other proceeding or inquiry relating in any way to the trust, its assets or the conduct of its business; provided, that, the Owner Trustee hereby agrees to cooperate with the Servicer and to comply with any reasonable request made by the Servicer for the delivery of information or documents to the Servicer in the Owner Trustee’s actual possession relating to any such regulatory, administrative, governmental, investigative or other proceeding or inquiry.

SECTION 10.12. Nonpetition Covenants

(a) To the fullest extent permitted by applicable law, notwithstanding any prior termination of this Agreement, but subject to the provisions of Section 4.5, the Certificateholder shall not, prior to the date which is one year and one day after the termination

 

31


of this Agreement with respect to the Trust, acquiesce, petition or otherwise invoke or cause the Trust to invoke the process of any court or government authority for the purpose of commencing or sustaining a case against the Trust under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Trust or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Trust.

(b) To the fullest extent permitted by applicable law, notwithstanding any prior termination of this Agreement, but subject to the provisions of Section 4.5, the Owner Trustee shall not, prior to the date which is one year and one day after the termination of this Agreement, with respect to the Trust, acquiesce, petition or otherwise invoke or cause the Trust to invoke the process of any court or government authority for the purpose of commencing or sustaining an involuntary case against the Trust under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Trust or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Trust.

SECTION 10.13. Regulation AB

The Owner Trustee acknowledges and agrees that the purpose of this Section 10.13 is to facilitate compliance by the Trust with the provisions of Regulation AB and related rules and regulations of the Commission. The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees hereby to comply with reasonable requests made by the Servicer in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. The Owner Trustee shall cooperate fully with the Servicer and the Trust to deliver to the Servicer and the Trust any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Servicer to permit the Servicer and the Trust to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee reasonably believed by the Servicer to be necessary in order to effect such compliance.

Article XI.

Application of Trust Funds; Certain Duties

SECTION 11.1. Establishment of Trust Accounts

(a) The Owner Trustee, for the benefit of the Certificateholder, shall cause the Certificate Paying Agent to establish and maintain in the name of the Trust a distribution non-interest bearing account (the “Certificate Distribution Account”), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Certificateholder. The Certificate Distribution Account shall be maintained as an Eligible Deposit Account.

 

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(b) The Trust shall possess all right, title and interest in all funds on deposit from time to time in the Certificate Distribution Account and in all proceeds thereof. Except as otherwise expressly provided herein, the Certificate Distribution Account shall be under the sole dominion and control of the Owner Trustee for the benefit of the Certificateholder. If, at any time, the Certificate Distribution Account ceases to be an Eligible Deposit Account, the Certificate Paying Agent shall within 10 Business Days establish a new Certificate Distribution Account as an Eligible Deposit Account and shall transfer any cash or any investments to such new Certificate Distribution Account.

SECTION 11.2. Application of Trust Funds

(a) On each Distribution Date, the Owner Trustee shall cause the Certificate Paying Agent to distribute amounts deposited in the Certificate Distribution Account pursuant to the Sale and Servicing Agreement with respect to such Distribution Date in the following order of priority:

(i) to make payments to the Certificateholder any remaining amount deposited therein; and

(ii) to clear and terminate the Certificate Distribution Account upon the termination of this Agreement.

(b) In the event that any withholding tax is imposed on the Trust’s payment (or allocations of income) to the Certificateholder, such tax shall reduce the amount otherwise distributable to the Certificateholder in accordance with this Section. The Owner Trustee or Certificate Paying Agent is hereby authorized and directed to retain from amounts otherwise distributable to the Certificateholder sufficient funds for the payment of any tax that is legally owed by the Trust (but such authorization shall not prevent the Owner Trustee or the Certificate Paying Agent from contesting any such tax in appropriate proceedings and withholding payment of such tax, if permitted by law, pending the outcome of such proceedings). The amount of any withholding tax imposed with respect to the Certificateholder shall be treated as cash distributed to the Certificateholder at the time it is withheld by the Trust and remitted to the appropriate taxing authority. If there is a possibility that withholding tax is payable with respect to a distribution (such as a distribution to a non-U.S. Certificateholder), the Owner Trustee or the Certificate Paying Agent may in its sole discretion withhold such amounts in accordance with this paragraph.

(c) Any Holder of the Certificate that is organized under the laws of a jurisdiction outside the United States shall, on or prior to the date such Holder becomes a Holder, (i) shall notify the Owner Trustee and the Certificate Paying Agent and (ii)(A) provide the Owner Trustee and the Certificate Paying Agent with Internal Revenue Service form W-8BEN, W-8BEN-E, W-8ECI or W-8EXP (or successor forms), as appropriate, or (B) notify the Owner Trustee and the Certificate Paying Agent that it is not entitled to an exemption from United States withholding tax or a reduction in the rate thereof on payments of interest. Any such Holder agrees by its acceptance of the Certificate, on an ongoing basis, to provide like certification for each taxable year and to notify the Owner Trustee and the Certificate Paying Agent should subsequent circumstances arise affecting the information provided the Owner Trustee or the Certificate Paying Agent in clauses (i) and (ii) above. The Owner Trustee and the Certificate Paying Agent shall be fully protected in relying upon, and each Holder by its

 

33


acceptance of the Certificate hereunder agrees to indemnify and hold the Owner Trustee and the Certificate Paying Agent harmless against all claims or liability of any kind arising in connection with or related to the Owner Trustee’s and the Certificate Paying Agent’s reliance upon any documents, forms or information provided by any Holder to the Owner Trustee and the Certificate Paying Agent.

SECTION 11.3. Method of Payment

Distributions required to be made to the Certificateholder on any Distribution Date shall be made to the Certificateholder of record on the preceding Record Date either by wire transfer, in immediately available funds, to the account of the Certificateholder at a bank or other entity having appropriate facilities therefor, if the Certificateholder shall have provided to the Certificate Registrar and the Certificate Paying Agent appropriate written instructions at least five Business Days prior to such Distribution Date, or, if not, by check mailed to the Certificateholder at the address of the Certificateholder appearing in the Certificate Register.

[Remainder of Page Intentionally Left Blank]

 

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IN WITNESS WHEREOF, the parties hereto have caused this Trust Agreement to be duly executed by their respective officers hereunto duly authorized as of the day and year first above written.

 

WILMINGTON TRUST COMPANY,

    as Owner Trustee

By:

 

 

Name:  
Title:  

AFS SENSUB CORP.,

    as Seller

By:  

 

Name:  
Title:  

 

ACKNOWLEDGED AND AGREED TO:

 

GENERAL MOTORS FINANCIAL COMPANY, INC.,

Solely with respect to Sections 7.1 and 7.2

 

By:  

 

Name:  
Title:  

[Amended and Restated Trust Agreement]


EXHIBIT A

NUMBER

R-1

SEE REVERSE FOR CERTAIN DEFINITIONS

THIS CERTIFICATE IS NOT TRANSFERABLE,

EXCEPT UNDER THE LIMITED CONDITIONS

SPECIFIED IN THE TRUST AGREEMENT

 

 

ASSET BACKED CERTIFICATE

evidencing a beneficial ownership interest in certain distributions of the Trust, as defined below, the property of which includes a pool of retail installment sale contracts secured by new or used automobiles, vans or light duty trucks and sold to the Trust by AFS SenSub Corp.

(This Certificate does not represent an interest in or obligation of AFS SenSub Corp. or any of its Affiliates, except to the extent described below.)

THIS CERTIFIES THAT AFS SenSub Corp. is the registered owner of a nonassessable, fully-paid, beneficial ownership interest in certain distributions of AmeriCredit Automobile Receivables Trust 2015-1 (the “Trust”) formed by AFS SenSub Corp., a Nevada corporation (the “Seller”).

The Trust was created pursuant to a Trust Agreement dated as of December 8, 2014, as amended and restated as of January 13, 2015 (the “Trust Agreement”), between the Seller and Wilmington Trust Company, as owner trustee (the “Owner Trustee”), a summary of certain of the pertinent provisions of which is set forth below. To the extent not otherwise defined herein, the capitalized terms used herein have the meanings assigned to them in the Trust Agreement.

This is the duly authorized Certificate designated as “Asset Backed Certificate” (herein called the “Certificate”). Also issued under the Indenture, dated as of January 13, 2015, among the Trust, The Bank of New York Mellon, as trustee and indenture collateral agent, are six classes of Notes designated as “Class A-1 0.30000% Asset Backed Notes” (the “Class A-1 Notes”), “Class A-2-A 0.77% Asset Backed Notes” (the “Class A-2-A Notes”), “Class A-2-B Floating Rate Asset Backed Notes” (the “Class A-2-B Notes” and together with the Class A-2-A Notes, the “Class A-2 Notes”), “Class A-3 1.26% Asset Backed Notes” (the “Class A-3 Notes”), “Class B 1.88% Asset Backed Notes” (the “Class B Notes”), “Class C 2.51% Asset Backed Notes” (the “Class C Notes”), “Class D 2.95% Asset Backed Notes” (the “Class D Notes”) and “Class E 3.54% Asset Backed Notes” (the “Class E Notes”) (the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes, the “Notes”). This Certificate is issued under and is subject to the terms, provisions and conditions of the Trust Agreement, to which Trust Agreement the holder of this Certificate by virtue of the acceptance hereof assents and by which such holder is bound. The


property of the Trust includes a pool of retail installment sale contracts secured by new and used automobiles, vans or light duty trucks (the “Receivables”), all monies due thereunder on or after the Cutoff Date, security interests in the vehicles financed thereby, certain bank accounts and the proceeds thereof, proceeds from claims on certain insurance policies and certain other rights under the Trust Agreement and the Sale and Servicing Agreement, all right, title and interest of the Seller in and to the Purchase Agreement, dated as of January 13, 2015 between AmeriCredit Financial Services, Inc. and the Seller and all proceeds of the foregoing.

The holder of this Certificate acknowledges and agrees that its rights to receive distributions in respect of this Certificate are subordinated to the rights of the Noteholders as described in the Sale and Servicing Agreement, the Indenture and the Trust Agreement, as applicable.

Distributions on this Certificate will be made as provided in the Trust Agreement or any other Basic Document by wire transfer or check mailed to the Certificateholder without the presentation or surrender of this Certificate or the making of any notation hereon. Except as otherwise provided in the Trust Agreement and notwithstanding the above, the final distribution on this Certificate will be made after due notice by the Servicer on behalf of the Owner Trustee of the pendency of such distribution and only upon presentation and surrender of this Certificate at the office or agency maintained for the purpose by the Owner Trustee in the Corporate Trust Office.

Reference is hereby made to the further provisions of this Certificate set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place.

Unless the certificate of authentication hereon shall have been executed by an authorized officer of the Owner Trustee, by manual signature, this Certificate shall not entitle the holder hereof to any benefit under the Trust Agreement or the Sale and Servicing Agreement or be valid for any purpose.

THIS CERTIFICATE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF DELAWARE, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

 

A-2


IN WITNESS WHEREOF, the Owner Trustee, on behalf of the Trust and not in its individual capacity, has caused this Certificate to be duly executed.

 

 

AMERICREDIT AUTOMOBILE RECEIVABLES

    TRUST 2015-1

  By:   WILMINGTON TRUST COMPANY,
   

not in its individual capacity but

solely as Owner Trustee

Dated: January 22, 2015   By:  

 

  Name:
  Title:

OWNER TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is the Certificate referred to in the within-mentioned Trust Agreement.

 

WILMINGTON TRUST COMPANY, not

in its individual capacity but solely as

Owner Trustee

By:

 

 

Name:

 

Title:

 

 

A-3


(Reverse of Certificate)

The Certificate does not represent an obligation of, or an interest in, the Seller, the Servicer, the Owner Trustee or any Affiliates of any of them and no recourse may be had against such parties or their assets, except as may be expressly set forth or contemplated herein or in the Trust Agreement, the Indenture or the Basic Documents. In addition, this Certificate is not guaranteed by any governmental agency or instrumentality and is limited in right of payment to certain collections with respect to the Receivables, all as more specifically set forth herein and in the Sale and Servicing Agreement. A copy of each of the Sale and Servicing Agreement and the Trust Agreement may be examined during normal business hours at the principal office of the Seller, and at such other places, if any, designated by the Seller, by the Certificateholder upon written request.

The Trust Agreement permits, with certain exceptions therein provided, the amendment thereof and the modification of the rights and obligations of the Seller under the Trust Agreement at any time by the Seller and the Owner Trustee with the consent of the Majority Noteholders and the Certificateholder. Any such consent by the Holder of this Certificate shall be conclusive and binding on such Holder and on all future Holders of this Certificate and of any Certificate issued upon the transfer hereof or in exchange hereof or in lieu hereof whether or not notation of such consent is made upon this Certificate. The Trust Agreement also permits the amendment thereof, in certain limited circumstances, without the consent of the Certificateholder.

As provided in the Trust Agreement and subject to certain limitations therein set forth, the transfer of this Certificate is registrable in the Certificate Register upon surrender of this Certificate for registration of transfer at the offices or agencies of the Certificate Registrar maintained by the Owner Trustee in the Corporate Trust Office, accompanied by a written instrument of transfer in form satisfactory to the Owner Trustee and the Certificate Registrar duly executed by the holder hereof or such holder’s attorney duly authorized in writing, and thereupon a new Certificate evidencing the same aggregate interest in the Trust will be issued to the designated transferee. The initial Certificate Registrar appointed under the Trust Agreement is Wilmington Trust Company. No service charge will be made for any such registration of transfer or exchange, but the Owner Trustee or the Certificate Registrar may require payment of a sum sufficient to cover any tax or governmental charge payable in connection therewith.

No sale or transfer of a Certificate shall be permitted (including, without limitation, by pledge or hypothecation), and no such sale or transfer shall be registered by the Certificate Registrar or be effective hereunder, if the sale or transfer thereof increases to more than 99 the sum of the number of Certificateholders.

The Owner Trustee and any agent of the Owner Trustee may treat the person in whose name this Certificate is registered as the owner hereof for all purposes, and none of the Owner Trustee nor any such agent shall be affected by any notice to the contrary.

The obligations and responsibilities created by the Trust Agreement and the Trust created thereby shall terminate upon the payment to the Certificateholder of all amounts required to be paid to it pursuant to the Trust Agreement and the Sale and Servicing Agreement and the

 

A-4


disposition of all property held as part of the Trust. The Seller or the Servicer of the Receivables may at its option purchase the corpus of the Trust at a price specified in the Sale and Servicing Agreement, and such purchase of the Receivables and other property of the Trust will effect early retirement of the Certificate; however, such right of purchase is exercisable, subject to certain restrictions, only as of the last day of any Collection Period as of which the Pool Balance is 10% or less of the Original Pool Balance.

The Certificate may not be acquired by or for the account of (i) an “employee benefit plan” (as defined in Section 3(3) of ERISA) that is subject to the fiduciary responsibility provisions of Title I of ERISA, (ii) a “plan” (within the meaning of Section 4975(e)(1) of the Code) that is subject to Section 4975 of the Code, (iii) any entity whose underlying assets include assets of an employee benefit plan or a plan described in (i) or (ii) above by reason of such employee benefit plan’s or plan’s investment in the entity (collectively, a “Benefit Plan Investor”), or (iv) an employee benefit plan, a plan or other similar arrangement that is not a Benefit Plan Investor but is subject to federal, state, local, non-U.S. or other laws or regulations that are substantially similar to Section 406 of ERISA or Section 4975 of the Code (each (i) – (iv), a “Benefit Plan Entity”). By accepting and holding this Certificate, the Holder hereof shall be deemed to have represented and warranted that it is not a Benefit Plan Entity.

The recitals contained herein shall be taken as the statements of the Depositor or the Servicer, as the case may be, and the Owner Trustee assumes no responsibility for the correctness thereof. The Owner Trustee makes no representations as to the validity or sufficiency of this Certificate or of any Receivable or related document.

Unless the certificate of authentication hereon shall have been executed by an authorized officer of the Owner Trustee, by manual or facsimile signature, this Certificate shall not entitle the Holder hereof to any benefit under the Trust Agreement or the Sale and Servicing Agreement or be valid for any purpose.

 

A-5


ASSIGNMENT

FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto

PLEASE INSERT SOCIAL SECURITY

OR OTHER IDENTIFYING NUMBER

OF ASSIGNEE

 

     

(Please print or type name and address, including postal zip code, of assignee)

     

the within Certificate, and all rights thereunder, hereby irrevocably constituting and appointing

     

   Attorney to transfer said Certificate on the books of the Certificate Registrar, with

full power of substitution in the premises.

Dated:     

*

Signature

Guaranteed:     

*

 

* NOTICE: The signature to this assignment must correspond with the name of the registered owner as it appears on the face of the within Certificate in every particular, without alteration, enlargement or any change whatever. Such signature must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Certificate Registrar, which requirements include membership or participation in STAMP or such other “signature guarantee program” as may be determined by the Certificate Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended.

 

A-6


EXHIBIT B

FORM OF

CERTIFICATE OF TRUST

OF

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1

THIS Certificate of Trust of AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1 (the “Trust”) is being duly executed and filed on behalf of the Trust by the undersigned, as trustee, to form a statutory trust under the Delaware Statutory Trust Act (12 Del. C. § 3801 et seq.) (the “Act”).

1. Name. The name of the statutory trust formed by this Certificate of Trust is “AmeriCredit Automobile Receivables Trust 2015-1.”

2. Delaware Trustee. The name and business address of the trustee of the Trust in the State of Delaware is Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001.

3. Effective Date. This Certificate of Trust shall be effective upon filing.

IN WITNESS WHEREOF, the undersigned has duly executed this Certificate of Trust in accordance with Section 3811(a)(1) of the Act.

 

WILMINGTON TRUST COMPANY, not in its

individual capacity but solely as trustee of the Trust

By:  

 

  Name:
  Title:


EXHIBIT C

Form of

Notice of Repurchase Request

[                    ], 20[     ]

AmeriCredit Financial Services, Inc.

  as Servicer

801 Cherry Street, Suite 3500

Fort Worth, Texas 76102,

Attention: Chief Financial Officer

AFS SenSub Corp.,

  as Seller

2265 B Renaissance Drive, Suite 17

Las Vegas, Nevada 89119

Attention: Chief Financial Officer

Re:    AmeriCredit Automobile Receivables Trust 2015-1 (the “Issuer”)

           Notice of Requests to Repurchase Receivables

Reference is hereby made to the Amended and Restated Trust Agreement of the Issuer, dated as of January 13, 2015 (the “Trust Agreement”), between AFS SenSub Corp., a Nevada corporation, as depositor (the “Seller”), and Wilmington Trust Company, a Delaware trust company, as owner trustee (in such capacity, the “Owner Trustee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Trust Agreement. This Notice is being delivered pursuant to Section 5.7 of the Trust Agreement.

[During the period from and including [                    ], 20[    ] to but excluding [                    ], 20[    ], the Owner Trustee received no requests requesting that Receivables be repurchased.]

[During the period from and including [                    ], 20[    ] to but excluding [                    ], 20[    ], the Owner Trustee received one or more requests requesting that Receivables be repurchased. Copies of such requests received in writing are attached, and details of any such requests received orally are set forth below:

 

Date of Request

   Number of Receivables
Subject to Request
   Aggregate Principal Balance of
Receivables Subject to Request
     
     
     


WILMINGTON TRUST COMPANY,

not in its individual capacity but solely as

Owner Trustee of the Issuer

By:  

 

Name:  
Title:  
EX-4.3 5 d853626dex43.htm EX-4.3 EX-4.3

Exhibit 4.3

SALE AND SERVICING

AGREEMENT

among

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1,

Issuer,

AFS SENSUB CORP.,

Seller,

AMERICREDIT FINANCIAL SERVICES, INC.,

Servicer,

and

THE BANK OF NEW YORK MELLON,

Trust Collateral Agent

Dated as of January 13, 2015


TABLE OF CONTENTS

 

     Page  

ARTICLE I Definitions

     1   

SECTION 1.1.

  Definitions      1   

SECTION 1.2.

  Other Definitional Provisions      19   

ARTICLE II Conveyance of Receivables

     20   

SECTION 2.1.

  Conveyance of Receivables      20   

SECTION 2.2.

  [Reserved]      21   

SECTION 2.3.

  Further Encumbrance of Trust Property      21   

SECTION 2.4.

  Intention of the Parties      21   

ARTICLE III The Receivables

     22   

SECTION 3.1.

  Representations and Warranties of Seller      22   

SECTION 3.2.

  Repurchase upon Breach      22   

SECTION 3.3.

  Custody of Receivable Files      23   

SECTION 3.4.

  Maintenance and Safekeeping of the Receivable Files      24   

SECTION 3.5.

  Location of Receivables Files      25   

SECTION 3.6.

  Access to Records      25   

SECTION 3.7.

  Advice of Counsel      25   

SECTION 3.8.

  Administration; Reports      25   

SECTION 3.9.

  Instructions; Authority to Act      25   

SECTION 3.10.

  Custodian Fee      25   

SECTION 3.11.

  Indemnification by the Custodian      25   

SECTION 3.12.

  Effective Period and Termination of Custodian      26   

ARTICLE IV Administration and Servicing of Receivables

     26   

SECTION 4.1.

  Duties of the Servicer      26   

SECTION 4.2.

  Collection of Receivable Payments; Modifications of Receivables; Lockbox Agreements      27   

SECTION 4.3.

  Realization upon Receivables      30   

SECTION 4.4.

  Insurance      31   

SECTION 4.5.

  Maintenance of Security Interests in Vehicles      33   

SECTION 4.6.

  Covenants, Representations, and Warranties of Servicer      34   

SECTION 4.7.

  Purchase of Receivables Upon Breach of Covenant      34   

SECTION 4.8.

  Total Servicing Fee; Payment of Certain Expenses by Servicer      35   

SECTION 4.9.

  Servicer’s Certificate      36   

SECTION 4.10.

  Annual Statement as to Compliance, Notice of Servicer Termination Event      36   

SECTION 4.11.

  Annual Independent Public Accountants’ Reports      37   

SECTION 4.12.

  Access to Certain Documentation and Information Regarding Receivables      38   

 

i


ARTICLE V Trust Accounts; Distributions; Statements to Noteholders

     38   

SECTION 5.1.

  Establishment of Trust Accounts      38   

SECTION 5.2.

  [Reserved]      41   

SECTION 5.3.

  Certain Reimbursements to the Servicer      41   

SECTION 5.4.

  Application of Collections      41   

SECTION 5.5.

  [Reserved]      41   

SECTION 5.6.

  Additional Deposits      41   

SECTION 5.7.

  Distributions      42   

SECTION 5.8.

  Reserve Account      46   

SECTION 5.9.

  Statements to Noteholders      47   

SECTION 5.10.

  Determination of LIBOR      48   

ARTICLE VI [Reserved]

     48   

ARTICLE VII The Seller

     49   

SECTION 7.1.

  Representations of Seller      49   

SECTION 7.2.

  Corporate Existence      51   

SECTION 7.3.

  Liability of Seller; Indemnities      51   

SECTION 7.4.

  Merger or Consolidation of, or Assumption of the Obligations of, Seller      52   

SECTION 7.5.

  Limitation on Liability of Seller and Others      53   

SECTION 7.6.

  Ownership of the Certificates or Notes      53   

ARTICLE VIII The Servicer

     53   

SECTION 8.1.

  Representations of Servicer      53   

SECTION 8.2.

  Liability of Servicer; Indemnities      55   

SECTION 8.3.

  Merger or Consolidation of, or Assumption of the Obligations of the Servicer      56   

SECTION 8.4.

  Limitation on Liability of Servicer and Others      57   

SECTION 8.5.

  Delegation of Duties      57   

SECTION 8.6.

  Servicer Not to Resign      58   

ARTICLE IX Default

     58   

SECTION 9.1.

  Servicer Termination Event      58   

SECTION 9.2.

  Consequences of a Servicer Termination Event      59   

SECTION 9.3.

  Appointment of Successor      60   

SECTION 9.4.

  Notification to Noteholders      60   

SECTION 9.5.

  Waiver of Past Defaults      61   

ARTICLE X Termination

     61   

SECTION 10.1.

  Optional Purchase of All Receivables      61   

ARTICLE XI Administrative Duties of the Servicer

     62   

SECTION 11.1.

  Administrative Duties      62   

SECTION 11.2.

  Records      64   

SECTION 11.3.

  Additional Information to be Furnished to the Issuer      64   

 

ii


ARTICLE XII Miscellaneous Provisions

     64   

SECTION 12.1.

  Amendment      64   

SECTION 12.2.

  Protection of Title to Trust      65   

SECTION 12.3.

  Notices      67   

SECTION 12.4.

  Assignment      67   

SECTION 12.5.

  Limitations on Rights of Others      68   

SECTION 12.6.

  Severability      68   

SECTION 12.7.

  Separate Counterparts      68   

SECTION 12.8.

  Headings      68   

SECTION 12.9.

  Governing Law      68   

SECTION 12.10.

  Assignment to Trust Collateral Agent      68   

SECTION 12.11.

  Nonpetition Covenants      68   

SECTION 12.12.

  Limitation of Liability of Owner Trustee and Trust Collateral Agent      69   

SECTION 12.13.

 

Trust Collateral Agent to Report Repurchase Demands due to Breaches of Representations and Warranties

     70   

SECTION 12.14.

  Independence of the Servicer      70   

SECTION 12.15.

  No Joint Venture      70   

SECTION 12.16.

  State Business Licenses      70   

SECTION 12.17.

  Submission to Jurisdiction; Waiver of Jury Trial      71   

 

SCHEDULES  

Schedule A

  Schedule of Receivables   

Schedule B

  Representations and Warranties of the Seller and the Servicer   

Schedule C

  Servicing Policies and Procedures   

 

EXHIBITS  

Exhibit A

  Form of Servicer’s Certificate

 

iii


SALE AND SERVICING AGREEMENT, dated as of January 13, 2015, among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation (the “Servicer”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, in its capacity as Trust Collateral Agent.

WHEREAS the Issuer desires to purchase a portfolio of receivables arising in connection with motor vehicle retail installment sale contracts made by AmeriCredit Financial Services, Inc. or an Originating Affiliate or acquired by AmeriCredit Financial Services, Inc. or an Originating Affiliate through motor vehicle dealers;

WHEREAS the Seller has purchased such receivables from AmeriCredit Financial Services, Inc. and is willing to sell such receivables to the Issuer;

WHEREAS the Servicer is willing to service all such receivables;

NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto agree as follows:

ARTICLE I

Definitions

SECTION 1.1. Definitions. Whenever used in this Agreement, the following words and phrases shall have the following meanings:

Accelerated Principal Amount” for a Distribution Date will equal the lesser of

(x) the excess, if any, of the amount of Available Funds on such Distribution Date over the amounts payable on such Distribution Date pursuant to clauses (i) through (xix) of Section 5.7(a); and

(y) the excess, if any, on such Distribution Date of (i) the Pro Forma Note Balance for such Distribution Date over (ii) the Required Pro Forma Note Balance for such Distribution Date.

Accountants’ Report” means the report of a firm of nationally recognized Independent Accountants described in Section 4.11.

Accounting Date” means, with respect to any Collection Period the last day of such Collection Period.

Affiliate” means, with respect to any specified Person, any other Person controlling or controlled by or under common control with such specified Person. For the purposes of this definition, “control” when used with respect to any Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms “controlling” and “controlled” have meanings correlative to the foregoing.


Aggregate Principal Balance” means, with respect to any date of determination, the sum of the Principal Balances for all Receivables (other than (i) any Receivable that became a Liquidated Receivable prior to the end of the related Collection Period and (ii) any Receivable that became a Purchased Receivable prior to the end of the related Collection Period) as of the date of determination.

Agreement” means this Sale and Servicing Agreement, as the same may be amended and supplemented from time to time.

AmeriCredit” means AmeriCredit Financial Services, Inc.

Amount Financed” means, with respect to a Receivable, the aggregate amount advanced under such Receivable toward the purchase price of the Financed Vehicle and any related costs, including amounts advanced in respect of accessories, insurance premiums, service contracts, car club and warranty contracts, other items customarily financed as part of motor vehicle retail installment sale contracts or promissory notes, and related costs.

Annual Percentage Rate” or “APR” of a Receivable means the annual percentage rate of finance charges or service charges, as stated in the related Contract.

Available Funds” means, with respect to any Distribution Date, the sum of (i) the Collected Funds for the related Collection Period, (ii) all Purchase Amounts deposited in the Trust Accounts during the related Collection Period, plus Investment Earnings with respect to the Trust Accounts for the related Collection Period, (iii) following the acceleration of the Notes pursuant to Section 5.2 of the Indenture, the amount of money or property collected pursuant to Section 5.3 of the Indenture since the preceding Distribution Date by the Trust Collateral Agent for distribution pursuant to Section 5.6 and Section 5.8 of the Indenture, (iv) the proceeds of any purchase or sale of the assets of the Trust described in Section 10.1 and (v) amounts, if any, released from the Reserve Account pursuant to Section 5.8(a)(iii)(B) hereof on such Distribution Date.

Base Servicing Fee” means, with respect to any Collection Period, the fee payable to the Servicer for services rendered during such Collection Period, which shall be equal to the product of (i) the Servicing Fee Rate times (ii) the aggregate Principal Balance of the Receivables as of the opening of business on the first day of such Collection Period (or, in the case of the first Distribution Date, January 14, 2015) times (iii) one-twelfth (or, in the case of the first Distribution Date, a fraction equal to the number of days from and including January 14, 2015 through and including January 31, 2015, over 360).

Basic Documents” means this Agreement, the Certificate of Trust, the Trust Agreement, the Purchase Agreement, the Indenture, the Lockbox Account Agreement, the Lockbox Processing Agreement, the Underwriting Agreement, the Purchase Agreement and other documents and certificates delivered in connection therewith.

 

2


Business Day” means any day other than a Saturday, a Sunday, a legal holiday or other day on which commercial banking institutions located in Wilmington, Delaware, Fort Worth, Texas or New York, New York or any other location of any successor Servicer, successor Owner Trustee or successor Trust Collateral Agent are authorized or obligated by law, executive order or governmental decree to be closed.

Calculation Agent” shall have the meaning set forth in Section 5.10 hereof.

Certificate” means the trust certificate evidencing the beneficial interest of the Certificateholder in the Trust.

Certificate Distribution Account” has the meaning assigned to such term in the Trust Agreement.

Certificateholder” means the Person in whose name the Certificate is registered.

Class” means the Class A-1 Notes, the Class A-2-A Notes, the Class A-2-B Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and/or the Class E Notes, as the context requires.

Class A Notes” means the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes.

Class A Principal Parity Amount” means, with respect to any Distribution Date, the lesser of (I) the excess, if any, of (x) the aggregate remaining principal balance of the Class A Notes immediately prior to such Distribution Date over (y) the Pool Balance as of the end of the immediately preceding Collection Period and (II) the amount of Total Available Funds remaining on deposit in the Collection Account after the funding of the items described in clauses (i) through (iii) of Section 5.7(a) on such Distribution Date.

Class A-1 Notes” has the meaning assigned to such term in the Indenture.

Class A-2 Notes” has the meaning assigned to such term in the Indenture.

Class A-2-A Notes” has the meaning assigned to such term in the Indenture.

Class A-2-B Notes” has the meaning assigned to such term in the Indenture.

Class A-3 Notes” has the meaning assigned to such term in the Indenture.

Class B Notes” has the meaning assigned to such term in the Indenture.

Class B Principal Parity Amount” means, with respect to any Distribution Date, the lesser of (I) the excess of (A) the excess, if any, of (x) the aggregate remaining principal balance of the Class A Notes and of the Class B Notes, in each case immediately prior to such Distribution Date over (y) the Pool Balance as of the end of the immediately preceding Collection Period over (B) the sum of the Class A Principal Parity Amount for such Distribution Date plus any payments made on the Class A Notes as a Matured Principal Shortfall on such Distribution Date and (II) the amount of Total Available Funds remaining on deposit in the Collection Account after the funding of the items described in clauses (i) through (vi) of Section 5.7(a) on such Distribution Date.

 

3


Class C Notes” has the meaning assigned to such term in the Indenture.

Class C Principal Parity Amount” means, with respect to any Distribution Date, the lesser of (I) the excess of (A) the excess, if any, of (x) the aggregate remaining principal balance of the Class A Notes, of the Class B Notes and of the Class C Notes, in each case immediately prior to such Distribution Date over (y) the Pool Balance as of the end of the immediately preceding Collection Period over (B) the sum of the Class A Principal Parity Amount and the Class B Principal Parity Amount for such Distribution Date plus any payments made on the Class A Notes or the Class B Notes as a Matured Principal Shortfall on such Distribution Date and (II) the amount of Total Available Funds remaining on deposit in the Collection Account after the funding of the items described in clauses (i) through (ix) of Section 5.7(a) on such Distribution Date.

Class D Notes” has the meaning assigned to such term in the Indenture.

Class D Principal Parity Amount” means, with respect to any Distribution Date, the lesser of (I) the excess of (A) the excess, if any, of (x) the aggregate remaining principal balance of the Class A Notes, of the Class B Notes, of the Class C Notes and of the Class D Notes, in each case immediately prior to such Distribution Date over (y) the Pool Balance as of the end of the immediately preceding Collection Period over (B) the sum of the Class A Principal Parity Amount, the Class B Principal Parity Amount and the Class C Principal Parity Amount for such Distribution Date plus any payments made on the Class A Notes, the Class B Notes or the Class C Notes as a Matured Principal Shortfall on such Distribution Date and (II) the amount of Total Available Funds remaining on deposit in the Collection Account after the funding of the items described in clauses (i) through (xii) of Section 5.7(a) on such Distribution Date.

Class E Notes” has the meaning assigned to such term in the Indenture.

Class E Principal Parity Amount” means, with respect to any Distribution Date, the lesser of (I) the excess of (A) the excess, if any, of (x) the aggregate remaining principal balance of the Class A Notes, of the Class B Notes, of the Class C Notes, of the Class D Notes and of the Class E Notes, in each case immediately prior to such Distribution Date over (y) the Pool Balance as of the end of the immediately preceding Collection Period over (B) the sum of the Class A Principal Parity Amount, the Class B Principal Parity Amount, the Class C Principal Parity Amount and the Class D Principal Parity Amount for such Distribution Date plus any payments made on the Class A Notes, the Class B Notes, the Class C Notes or the Class D Notes as a Matured Principal Shortfall on such Distribution Date and (II) the amount of Total Available Funds remaining on deposit in the Collection Account after the funding of the items described in clauses (i) through (xv) of Section 5.7(a) on such Distribution Date.

Closing Date” means January 22, 2015.

Collateral Insurance” shall have the meaning set forth in Section 4.4(a).

 

4


Collected Funds” means, with respect to any Collection Period, the amount of funds in the Collection Account representing collections on the Receivables during such Collection Period, including all Net Liquidation Proceeds collected during such Collection Period (but excluding any Purchase Amounts).

Collection Account” means the account designated as such, established and maintained pursuant to Section 5.1.

Collection Period” means, with respect to the first Distribution Date, the period beginning as of the close of business on January 13, 2015 and ending as of the close of business on January 31, 2015. With respect to each subsequent Distribution Date, “Collection Period” means the period beginning as of the close of business on the last day of the second preceding calendar month and ending as of the close of business on the last day of the immediately preceding calendar month. Any amount stated “as of the close of business” shall give effect to the following calculations as determined as of the end of the day on such day: (i) all applications of collections and (ii) all distributions.

Collection Records” means all manually prepared or computer generated records relating to collection efforts or payment histories with respect to the Receivables.

Commission” means the United States Securities and Exchange Commission.

Computer Tape” means the computer tapes or other electronic media furnished by the Servicer to the Issuer and its assigns describing certain characteristics of the Receivables as of the Cutoff Date.

Contract” means a motor vehicle retail installment sale contract or promissory note.

Controlling Party” means the Trust Collateral Agent, for the benefit of the Noteholders.

Corporate Trust Office” means (i) with respect to the Owner Trustee, the principal corporate trust office of the Owner Trustee, which at the time of execution of this agreement is Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001, Attention: Corporate Trust Administration, and (ii) with respect to the Trustee and the Trust Collateral Agent, (a) solely with respect to the transfer, surrender or exchange of the Notes, 2011 Bryan Street, 9th Floor, Dallas, Texas 75201, Attention: Transfer Unit – AmeriCredit 2015-1, and (b) for all other purposes, the principal office thereof at which at any particular time its corporate trust business shall be administered, which at the time of execution of this agreement is 101 Barclay Street, 4 West, New York, New York 10286, Attention: Corporate Trust Administration – AmeriCredit 2015-1.

Cram Down Loss” means, with respect to a Receivable that has not become a Liquidated Receivable, if a court of appropriate jurisdiction in a proceeding related to an Insolvency Event shall have issued an order reducing the amount owed on a Receivable or otherwise modifying or restructuring the Scheduled Receivables Payments to be made on a Receivable, an amount equal to (i) the excess of the Principal Balance of such Receivable immediately prior to such order over the Principal Balance of such Receivable as so reduced and/or (ii) if such court shall have issued an order reducing the effective rate of interest on such Receivable, the excess of the Principal

 

5


Balance of such Receivable immediately prior to such order over the net present value (using as the discount rate the higher of the APR on such Receivable or the rate of interest, if any, specified by the court in such order) of the Scheduled Receivables Payments as so modified or restructured. A “Cram Down Loss” shall be deemed to have occurred on the date of issuance of such order.

Custodian” means AmeriCredit and any other Person named from time to time as custodian hereunder acting as agent for the Trust Collateral Agent, which Person must be acceptable to the Controlling Party (the Custodian as of the Closing Date is acceptable to the Controlling Party).

Cutoff Date” means January 13, 2015.

DBRS” means DBRS, Inc. or its successor.

Dealer” means a dealer who sold a Financed Vehicle and who originated and assigned the respective Receivable to AmeriCredit or an Originating Affiliate under a Dealer Agreement or pursuant to a Dealer Assignment.

Dealer Agreement” means any agreement between a Dealer and AmeriCredit or an Originating Affiliate relating to the acquisition of Receivables from a Dealer by AmeriCredit or an Originating Affiliate.

Dealer Assignment” means, with respect to a Receivable, the executed assignment executed by a Dealer conveying such Receivable to AmeriCredit or an Originating Affiliate.

Delivery” when used with respect to Trust Account Property means:

(a) with respect to bankers’ acceptances, commercial paper, negotiable certificates of deposit and other obligations that constitute “instruments” within the meaning of Section 9-102(a)(47) of the UCC and are susceptible of physical delivery, transfer thereof to the Trust Collateral Agent by physical delivery to the Trust Collateral Agent endorsed to, or registered in the name of, the Trust Collateral Agent or endorsed in blank, and, with respect to a certificated security (as defined in Section 8-102(a)(4) of the UCC), transfer thereof (i) by delivery thereof to the Trust Collateral Agent of such certificated security endorsed to, or registered in the name of, the Trust Collateral Agent or (ii) by delivery thereof to a “clearing corporation” (as defined in Section 8-102(a)(5) of the UCC) and the making by such clearing corporation of appropriate entries on its books reducing the appropriate securities account of the transferor and increasing the appropriate securities account of the Trust Collateral Agent by the amount of such certificated security and the identification by the clearing corporation of the certificated securities for the sole and exclusive account of the Trust Collateral Agent (all of the foregoing, “Physical Property”), and, in any event, any such Physical Property in registered form shall be in the name of the Trust Collateral Agent or its nominee; and such additional or alternative procedures as may hereafter become appropriate to effect the complete transfer of ownership of any such Trust Account Property to the Trust Collateral Agent or its nominee or custodian, consistent with changes in applicable law or regulations or the interpretation thereof;

 

6


(b) with respect to any security issued by the U.S. Treasury, the Federal Home Loan Mortgage Corporation or by the Federal National Mortgage Association that is a book-entry security held through the Federal Reserve System pursuant to federal book-entry regulations, the following procedures, all in accordance with applicable law, including applicable Federal regulations and Articles 8 and 9 of the UCC: book-entry registration of such Trust Account Property to an appropriate book-entry account maintained with a Federal Reserve Bank by a securities intermediary that is also a “depository” pursuant to applicable federal regulations; the making by such securities intermediary of entries in its books and records crediting such Trust Account Property to the Trust Collateral Agent’s securities account at the securities intermediary and identifying such book-entry security held through the Federal Reserve System pursuant to federal book-entry regulations as belonging to the Trust Collateral Agent; and such additional or alternative procedures as may hereafter become appropriate to effect complete transfer of ownership of any such Trust Account Property to the Trust Collateral Agent, consistent with changes in applicable law or regulations or the interpretation thereof;

(c) with respect to any item of Trust Account Property that is an uncertificated security under Article 8 of the UCC and that is not governed by clause (b) above, registration on the books and records of the issuer thereof in the name of the Trust Collateral Agent or its nominee or custodian who either (i) becomes the registered owner on behalf of the Trust Collateral Agent or (ii) having previously become the registered owner, acknowledges that it holds for the Trust Collateral Agent; and

(d) with respect to any item of Trust Account Property that is a financial asset under Article 8 of the UCC and that is not governed by clause (b) above, causing the securities intermediary to indicate on its books and records that such financial asset has been credited to a securities account of the Trust Collateral Agent.

Determination Date” means, with respect to any Collection Period, the second Business Day prior to the related Distribution Date.

Distribution Date” means, with respect to each Collection Period, the eighth day of the following calendar month, or, if such day is not a Business Day, the immediately following Business Day, commencing February 9, 2015. If AmeriCredit is no longer acting as Servicer, the distribution date may be a different day of the month.

Electronic Ledger” means the electronic master record of the retail installment sales contracts or installment loans of the Servicer.

Eligible Deposit Account” means a segregated trust account with the corporate trust department of a depository institution organized under the laws of the United States of America or any one of the states thereof or the District of Columbia (or any domestic branch of a foreign bank), having corporate trust powers and acting as trustee for funds deposited in such account, so long as (i) the long-term unsecured debt of such depository institution shall have a credit rating from DBRS and Moody’s in one of its generic rating categories which signifies investment grade and (ii) such depository institutions’ deposits are insured by the FDIC.

 

7


Eligible Investments” mean book-entry securities, negotiable instruments or securities represented by instruments in bearer or registered form which evidence:

(a) direct obligations of, and obligations fully guaranteed as to timely payment by, the United States of America;

(b) demand deposits, time deposits or certificates of deposit of any depository institution or trust company incorporated under the laws of the United States of America or any state thereof or the District of Columbia (or any domestic branch of a foreign bank) and subject to supervision and examination by federal or state banking or depository institution authorities (including depository receipts issued by any such institution or trust company as custodian with respect to any obligation referred to in clause (a) above or portion of such obligation for the benefit of the holders of such depository receipts); provided, however, that at the time of the investment or contractual commitment to invest therein (which shall be deemed to be made again each time funds are reinvested following each Distribution Date), the commercial paper or other short-term senior unsecured debt obligations (other than such obligations the rating of which is based on the credit of a Person other than such depository institution or trust company) of such depository institution or trust company shall have a credit rating from Standard & Poor’s of A-1+, from Moody’s of Prime-1, to the extent rated by DBRS, from DBRS of R-1 (middle) and to the extent rated by Fitch, from Fitch of F1+;

(c) commercial paper and demand notes investing solely in commercial paper having, at the time of the investment or contractual commitment to invest therein, a rating from Standard & Poor’s of A-1+, from Moody’s of Prime-1, to the extent rated by DBRS, from DBRS of R-1 (middle) and to the extent rated by Fitch, from Fitch of F1+;

(d) investments in money market funds (including funds for which the Trust Collateral Agent or the Trustee in each of their individual capacities or any of their respective Affiliates is investment manager, controlling party or advisor) having a rating from Standard & Poor’s of AAA-m or AAAm-G and from Moody’s of Aaa;

(e) bankers’ acceptances issued by any depository institution or trust company referred to in clause (b) above;

(f) repurchase obligations with respect to any security that is a direct obligation of, or fully guaranteed by, the United States of America or any agency or instrumentality thereof the obligations of which are backed by the full faith and credit of the United States of America, in either case entered into with a depository institution or trust company (acting as principal) referred to in clause (b) above;

(g) any other investment which would satisfy the Rating Agency Condition and is consistent with the ratings of the Securities or any other investment that by its terms converts to cash within a finite period, if the Rating Agency Condition is satisfied with respect thereto; and

(h) cash denominated in United States dollars.

Any of the foregoing Eligible Investments may be purchased by or through the Trust Collateral Agent, the Trustee or any of their respective Affiliates.

 

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Exchange Act” means the Securities Exchange Act of 1934, as amended.

FDIC” means the Federal Deposit Insurance Corporation.

Final Scheduled Distribution Date” means with respect to (i) the Class A-1 Notes, the January 8, 2016 Distribution Date, (ii) the Class A-2-A Notes, the April 9, 2018 Distribution Date, (iii) the Class A-2-B Notes, the April 9, 2018 Distribution Date, (iv) the Class A-3 Notes, the November 8, 2019 Distribution Date, (v) the Class B Notes, the March 9, 2020 Distribution Date, (vi) the Class C Notes, the January 8, 2021 Distribution Date, (vii) the Class D Notes, the February 8, 2021 Distribution Date and (viii) the Class E Notes, the June 8, 2022 Distribution Date.

Financed Vehicle” means an automobile or light-duty truck van or minivan, together with all accessions thereto, securing an Obligor’s indebtedness under the respective Receivable.

Fitch” means Fitch Ratings, Inc. or its successor.

Force-Placed Insurance” has the meaning ascribed thereto in Section 4.4 hereof.

General Motors Financial Company, Inc.” means General Motors Financial Company, Inc. (f/k/a AmeriCredit Corp.).

Indenture” means the Indenture, dated as of January 13, 2015, between the Issuer and The Bank of New York Mellon, as Trust Collateral Agent and Trustee, as the same may be amended and supplemented from time to time.

Independent Accountants” shall have the meaning set forth in Section 4.11(a).

Insolvency Event” means, with respect to a specified Person, (a) the filing of a petition against such Person or the entry of a decree or order for relief by a court having jurisdiction in the premises in respect of such Person or any substantial part of its property in an involuntary case under any applicable federal or state bankruptcy, insolvency or other similar law now or hereafter in effect, or appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator, or similar official for such Person or for any substantial part of its property, or ordering the winding-up or liquidation of such Person’s affairs, and such petition, decree or order shall remain unstayed and in effect for a period of 60 consecutive days; or (b) the commencement by such Person of a voluntary case under any applicable federal or state bankruptcy, insolvency or other similar law now or hereafter in effect, or the consent by such Person to the entry of an order for relief in an involuntary case under any such law, or the consent by such Person to the appointment of or taking possession by, a receiver, liquidator, assignee, custodian, trustee, sequestrator, or similar official for such Person or for any substantial part of its property, or the making by such Person of any general assignment for the benefit of creditors, or the failure by such Person generally to pay its debts as such debts become due, or the taking of action by such Person in furtherance of any of the foregoing.

Insurance Add-On Amount” means the premium charged to the Obligor in the event that the Servicer obtains Force-Placed Insurance pursuant to Section 4.4.

 

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Insurance Policy” means, with respect to a Receivable, any insurance policy (including the insurance policies described in Section 4.4 hereof) benefiting the holder of the Receivable providing loss or physical damage, credit life, credit disability, theft, mechanical breakdown or similar coverage with respect to the Financed Vehicle or the Obligor.

Interest Period” means, with respect to any Distribution Date, the period from and including the most recent Distribution Date on which interest has been paid (or in the case of the first Distribution Date, from and including the Closing Date) to, but excluding, the following Distribution Date.

Interest Rate” means, with respect to (i) the Class A-1 Notes, 0.30000% per annum (computed on the basis of a 360-day year and the actual number of days elapsed in the applicable Interest Period), (ii) the Class A-2-A Notes, 0.77% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months), (iii) the Class A-2-B Notes, LIBOR + 0.42% per annum (computed on the basis of a 360-day year and the actual number of days elapsed in the applicable Interest Period), (iv) the Class A-3 Notes, 1.26% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months), (v) the Class B Notes, 1.88% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months), (vi) the Class C Notes, 2.51% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months), (vii) the Class D Notes, 2.95% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months) and (viii) the Class E Notes, 3.54% per annum (computed on the basis of a 360-day year consisting of twelve 30-day months).

Investment Company Act” means the Investment Company Act of 1940, as amended.

Investment Earnings” means, with respect to any date of determination and Trust Accounts, the investment earnings on amounts on deposit in such Trust Accounts on such date.

Issuer” means AmeriCredit Automobile Receivables Trust 2015-1.

Issuer Secured Parties” means the Trustee in respect of the Trustee Issuer Secured Obligations.

Item 1122 Letter Agreement” means the Item 1122 Letter Agreement, dated as of January 13, 2015, between the Servicer and The Bank of New York Mellon, as the same may be amended and supplemented from time to time.

LIBOR” has the meaning set forth in Section 5.10 hereof.

LIBOR Determination Date” has the meaning set forth in Section 5.10 hereof.

Lien” means a security interest, lien, charge, pledge, equity, or encumbrance of any kind, other than tax liens, mechanics’ liens and any liens that attach to the respective Receivable by operation of law as a result of any act or omission by the related Obligor.

Lien Certificate” means, with respect to a Financed Vehicle, an original certificate of title, certificate of lien or other notification issued by the Registrar of Titles of the applicable state to a secured party which indicates that the lien of the secured party on the Financed Vehicle

 

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is recorded on the original certificate of title. In any jurisdiction in which the original certificate of title is required to be given to the Obligor, the term “Lien Certificate” shall mean only a certificate or notification issued to a secured party. For Financed Vehicles registered in states which issue confirmation of the lienholder’s interest electronically, the “Lien Certificate” may consist of notification of an electronic recordation, by either a third party service provider or the relevant Registrar of Titles of the applicable state, which indicates that the lien of the secured party on the Financed Vehicle is recorded on the original certificate of title on the electronic lien and title system of the applicable state.

Liquidated Receivable” means, with respect to any Collection Period, a Receivable for which, as of the last day of the Collection Period (i) 90 days have elapsed since the Servicer repossessed the Financed Vehicle; provided, however, that in no case shall 10% or more of a Scheduled Receivables Payment have become 210 or more days delinquent in the case of a repossessed Financed Vehicle, (ii) the Servicer has determined in good faith that all amounts it expects to recover have been received, (iii) 10% or more of a Scheduled Receivables Payment shall have become 120 or more days delinquent, except in the case of a repossessed Financed Vehicle, or (iv) that is, without duplication, a Sold Receivable.

Liquidation Proceeds” means, with respect to a Liquidated Receivable, all amounts realized with respect to such Receivable and, with respect to a Sold Receivable, the related Sale Amount.

Lockbox Account” means an account maintained on behalf of the Trust Collateral Agent by the Lockbox Bank pursuant to Section 4.2(d).

Lockbox Account Agreement” means the Lockbox Account Agreement, dated as of January 13, 2015, by and among AmeriCredit, JPMorgan Chase Bank, N.A. and the Trust Collateral Agent, as such agreement may be amended or supplemented from time to time, unless the Trust Collateral Agent shall cease to be a party thereunder, or such agreement shall be terminated in accordance with its terms, in which event “Lockbox Account Agreement” shall mean any replacement agreement therefor among the Servicer, the Trust Collateral Agent and the Lockbox Bank.

Lockbox Agreements” means collectively, the Lockbox Account Agreement and the Lockbox Processing Agreement.

Lockbox Bank” means a depository institution named by the Servicer and acceptable to the Controlling Party.

Lockbox Processing Agreement” means the Lockbox Processing Agreement, dated as of January 13, 2015, by and among the Lockbox Processor, the Servicer and the Trust Collateral Agent, as such agreement may be amended or supplemented from time to time.

Lockbox Processor” means Regulus Group II LLC, or its successors or assigns.

London Business Day” shall have the meaning set forth in Section 5.10 hereof.

 

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Majority Noteholders” means the Holders of the Notes representing a majority of the principal balance of the most senior Class of Notes then outstanding.

Matured Principal Shortfall” means, with respect to any Distribution Date and for any Class of Notes which would have a remaining principal balance greater than zero on such Distribution Date, after taking into account the payment of all other principal amounts to such Class on such Distribution Date and as to which such Distribution Date is either the Final Scheduled Distribution Date for such Class, or a Distribution Date subsequent to such Final Scheduled Distribution Date, the remaining principal balance of such Class on such Distribution Date after taking into account the payment of all other principal amounts to such Class on such Distribution Date.

Minimum Sale Price” means (i) with respect to a Receivable (x) that has become 60 to 210 days delinquent or (y) that has become greater than 210 days delinquent and with respect to which the related Financed Vehicle has been repossessed by the Servicer and has not yet been sold at auction, the greater of (A) 55% multiplied by the Principal Balance of such Receivable and (B) the product of the three month rolling average recovery rate (expressed as a percentage) for the Servicer in its liquidation of all receivables for which it acts as servicer, either pursuant to this Agreement or otherwise, multiplied by the Principal Balance of such Receivable or (ii) with respect to a Receivable (x) with respect to which the related Financed Vehicle has been repossessed by the Servicer and has been sold at auction and the Net Liquidation Proceeds for which have been deposited in the Collection Account, or (y) that has become greater than 210 days delinquent and with respect to which the related Financed Vehicle has not been repossessed by the Servicer despite the Servicer’s diligent efforts, consistent with its servicing obligations, to repossess the Financed Vehicle, $1.

Monthly Records” means all records and data maintained by the Servicer with respect to the Receivables, including the following with respect to each Receivable: the account number; the originating Dealer; Obligor name; Obligor address; Obligor home phone number; Obligor business phone number; original Principal Balance; original term; Annual Percentage Rate; current Principal Balance; current remaining term; origination date; first payment date; final scheduled payment date; next payment due date; date of most recent payment; new/used classification; collateral description; days currently delinquent; number of contract extensions (months) to date; amount of Scheduled Receivables Payment; and past due late charges.

Moody’s” means Moody’s Investors Service, Inc. or its successor.

Net Liquidation Proceeds” means, with respect to a Liquidated Receivable, Liquidation Proceeds net of (i) reasonable expenses incurred by the Servicer in connection with the collection of such Receivable and the repossession and disposition of the Financed Vehicle and (ii) amounts that are required to be refunded to the Obligor on such Receivable; provided, however, that the Net Liquidation Proceeds with respect to any Receivable shall in no event be less than zero.

Note Distribution Account” means the account designated as such, established and maintained pursuant to Section 5.1.

 

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Note Pool Factor” for each Class of Notes as of the close of business on any date of determination means a seven-digit decimal figure equal to the outstanding principal amount of such Class of Notes divided by the original outstanding principal amount of such Class of Notes.

Noteholders’ Distributable Amount” means, with respect to any Distribution Date, the sum of the Noteholders’ Principal Distributable Amount and the Noteholders’ Interest Distributable Amount.

Noteholders’ Interest Carryover Amount” means, with respect to any Class of Notes and any date of determination, all or any portion of the Noteholders’ Interest Distributable Amount for such Class of Notes for the immediately preceding Distribution Date which remains unpaid as of such date of determination, plus interest on such unpaid amount, to the extent permitted by law, at the respective Interest Rate borne by the applicable Class of Notes from such immediately preceding Distribution Date to but excluding such date of determination.

Noteholders’ Interest Distributable Amount” means, with respect to any Distribution Date and Class of Notes, the sum of the Noteholders’ Monthly Interest Distributable Amount for such Distribution Date and each Class of Notes and the Noteholders’ Interest Carryover Amount, if any for such Distribution Date and each such Class. Interest on the Class A-1 Notes and the Class A-2-B Notes shall be computed on the basis of a 360-day year and the actual number of days elapsed in the applicable Interest Period; interest on all other Classes of Notes shall be computed on the basis of a 360-day year consisting of twelve 30-day months. With respect to the first Interest Period, the Interest Period shall be 18 days for the Class A-1 Notes and the Class A-2-B Notes and 17 days for the Class A-2-A Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes, the Class D Notes and the Class E Notes.

Noteholders’ Monthly Interest Distributable Amount” means, with respect to any Distribution Date and any Class of Notes, interest accrued at the respective Interest Rate during the applicable Interest Period on the principal amount of the Notes of such Class outstanding as of the end of the prior Distribution Date (or, in the case of the first Distribution Date, as of the Closing Date), calculated (x) for the Class A-1 Notes and the Class A-2-B Notes on the basis of a 360-day year and the actual number of days elapsed in the applicable Interest Period and (y) for all other Classes of Notes on the basis of a 360-day year consisting of twelve 30-day months (without adjustment for the actual number of business days elapsed in the applicable Interest Period), except with respect to the first Interest Period.

Noteholders’ Principal Carryover Amount” means, as of any date of determination, all or any portion of the Noteholders’ Principal Distributable Amount from the preceding Distribution Date which remains unpaid as of such date of determination.

Noteholders’ Principal Distributable Amount” means, with respect to any Distribution Date, (other than the Final Scheduled Distribution Date for any Class of Notes), the sum of the Principal Distributable Amount for such Distribution Date and the Noteholders’ Principal Carryover Amount, if any, as of the close of business on the preceding Distribution Date. The Noteholders’ Principal Distributable Amount on the Final Scheduled Distribution Date for any Class of Notes will equal the sum of (i) the Principal Distributable Amount for such Distribution Date, (ii) the Noteholders’ Principal Carryover Amount as of such Distribution Date, and (iii) the excess of the outstanding principal amount of such Class of Notes, if any, over the amounts described in clauses (i) and (ii).

 

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Obligor” on a Receivable means the purchaser or co-purchasers of the Financed Vehicle and any other Person who owes payments under the Receivable.

Officers’ Certificate” means a certificate signed by the chief executive officer, the president, any executive vice president, any senior vice president, any vice president, any assistant vice president, any treasurer, any assistant treasurer, any secretary or any assistant secretary of the Seller or the Servicer, as appropriate.

Opinion of Counsel” means a written opinion of counsel satisfactory in form and substance to the recipient(s) thereof.

Original Pool Balance” means the Pool Balance as of the Cutoff Date.

Originating Affiliate” means an Affiliate of AmeriCredit that has originated Receivables and assigned its full interest therein to AmeriCredit.

Other Conveyed Property” means all property conveyed by the Seller to the Trust pursuant to Section 2.1(b) through (i) of this Agreement.

Owner Trust Estate” has the meaning assigned to such term in the Trust Agreement.

Owner Trustee” means Wilmington Trust Company, not in its individual capacity but solely as Owner Trustee under the Trust Agreement, its successors in interest or any successor Owner Trustee under the Trust Agreement.

Person” means any individual, corporation, estate, partnership, joint venture, association, joint stock company, trust (including any beneficiary thereof), unincorporated organization or government or any agency or political subdivision thereof.

Physical Property” has the meaning assigned to such term in the definition of “Delivery” above.

Pool Balance” means, as of any date of determination, the aggregate Principal Balance of the Receivables (excluding Purchased Receivables and Liquidated Receivables) at the end of the preceding calendar month.

Principal Balance” means, with respect to any Receivable, as of any date, the sum of (x) the Amount Financed minus (i) that portion of all amounts received on or prior to such date and allocable to principal in accordance with the terms of the Receivable and (ii) any Cram Down Loss in respect of such Receivable plus (y) the accrued and unpaid interest on such Receivable.

Principal Distributable Amount” means, with respect to any Distribution Date, the amount equal to the excess, if any, of (x) the sum of (i) the principal portion of all Collected Funds received during the immediately preceding Collection Period (other than Liquidated Receivables and Purchased Receivables), (ii) the Principal Balance of all Receivables that

 

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became Liquidated Receivables during the related Collection Period (other than Purchased Receivables), (iii) the principal portion of the Purchase Amounts received with respect to all Receivables that became Purchased Receivables during the related Collection Period, (iv) the aggregate amount of Cram Down Losses that shall have occurred during the related Collection Period; and (v) following the acceleration of the Notes pursuant to Section 5.2 of the Indenture, the amount of money or property collected pursuant to Section 5.4 of the Indenture since the preceding Determination Date by the Trust Collateral Agent for distribution pursuant to Section 5.7 hereof over (y) the Step-Down Amount, if any, for such Distribution Date.

Pro Forma Note Balance” means, with respect to any Distribution Date, the aggregate remaining principal amount of the Notes outstanding on such Distribution Date, after giving effect to distributions pursuant to clauses (i) through (xviii) of Section 5.7(a) hereof.

Prospectus Supplement” means the prospectus supplement, dated as of January 14, 2015, relating to the offering of the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes, as filed with the Commission.

Purchase Agreement” means the Purchase Agreement between the Seller and AmeriCredit, dated as of January 13, 2015, pursuant to which the Seller acquires the Receivables, as such agreement may be amended from time to time.

Purchase Amount” means, with respect to a Purchased Receivable, the Principal Balance and all accrued and unpaid interest on the Receivable, after giving effect to the receipt of any moneys collected (from whatever source) on such Receivable, if any.

Purchased Receivable” means a Receivable purchased as of the close of business on the last day of a Collection Period by the Servicer pursuant to Sections 4.2, 4.4(c) or 4.7 or repurchased by the Seller or the Servicer pursuant to Section 3.2 or Section 10.1(a).

Rating Agency” means DBRS and Moody’s. If no such organization or successor maintains a rating on the Securities, “Rating Agency” shall be a nationally recognized statistical rating organization or other comparable Person engaged by the Seller, notice of which engagement shall be given to the Trust Collateral Agent, the Owner Trustee and the Servicer.

Rating Agency Condition” means, with respect to any action, that each of DBRS and Moody’s shall have been given 10 days’ (or such shorter period as shall be acceptable to each Rating Agency) prior notice thereof by AmeriCredit and that such Rating Agency has notified the Seller, the Servicer, the Owner Trustee and the Trust Collateral Agent (or the Trustee, as applicable) in writing that such action will not result in a reduction or withdrawal of the then current rating of any Class of Notes.

Realized Losses” means, with respect to any Receivable that becomes a Liquidated Receivable, the excess of the Principal Balance of such Liquidated Receivable over Net Liquidation Proceeds to the extent allocable to principal.

Receivables” means the Contracts listed on Schedule A attached hereto (which Schedule may be in the form of microfiche or a disk).

 

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Receivable Files” means the documents specified in Section 3.3.

Record Date” means, with respect to a Distribution Date or Redemption Date, the close of business on the Business Day immediately preceding such Distribution Date or Redemption Date, unless otherwise specified in the Indenture.

Registrar of Titles” means, with respect to any state, the governmental agency or body responsible for the registration of, and the issuance of certificates of title relating to, motor vehicles and liens thereon.

Regulation AB” means Subpart 229.1100- Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time and subject to such clarification and interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518.70 Fed. Reg. 1,506,1,531 (January 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

Required Pro Forma Note Balance” means, with respect to any Distribution Date, a dollar amount equal to (x) the Pool Balance as of the end of the prior calendar month minus (y) the excess of (i) 14.50% of the Pool Balance as of the end of the prior calendar month over (ii) the Specified Reserve Balance.

Reserve Account” means the account designated as such, established and maintained pursuant to Section 5.1(a)(iii) hereof.

Reserve Account Deposit Amount” means, with respect to any Distribution Date, the lesser of (x) the excess of (i) the Specified Reserve Balance over (ii) the amount on deposit in the Reserve Account on such Distribution Date, after taking into account the amount of any Reserve Account Withdrawal Amount on such Distribution Date and (y) the amount remaining in the Collection Account after taking into account the distributions therefrom described in clauses (i) through (xviii) of Section 5.7(a).

Reserve Account Withdrawal Amount” means, with respect to any Distribution Date, the lesser of (x) any shortfall in the amount of Available Funds available to pay the amounts specified in clauses (i) through (xvii) of Section 5.7(a) (taking into account application of Available Funds to the priority of payments specified in Section 5.7(a) and ignoring any provision hereof which otherwise limits the amounts described in such clauses to the amount of funds available) and (y) the amount on deposit in the Reserve Account on such Distribution Date prior to application of amounts on deposit therein pursuant to Section 5.8.

Responsible Officer” means, with respect to any Person, any Executive Vice President, Senior Vice President, Vice President, Assistant Vice President, Treasurer, Assistant Treasurer, Secretary, Assistant Secretary, or any other officer of such Person customarily performing functions similar to those performed by any of the above designated officers and also, with respect to a particular matter, any other officer to whom such matter is referred because of such officer’s knowledge of and familiarity with the particular subject.

Reuters Screen LIBOR01 Page” has the meaning set forth in Section 5.10 hereof.

 

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Sale Amount” means, with respect to any Sold Receivable, the amount received from the related third-party purchaser as payment for such Sold Receivable.

Sale and Servicing Agreement Collateral” has the meaning specified in Section 2.4 hereof.

Schedule of Receivables” means the schedule of all motor vehicle retail installment sales contracts and promissory notes originally held as part of the Trust which is attached as Schedule A (which Schedule may be in the form of microfiche or a disk).

Schedule of Representations” means the Schedule of Representations and Warranties attached hereto as Schedule B.

Scheduled Receivables Payment” means, with respect to any Collection Period for any Receivable, the amount set forth in such Receivable as required to be paid by the Obligor in such Collection Period. If after the Closing Date, the Obligor’s obligation under a Receivable with respect to a Collection Period has been modified so as to differ from the amount specified in such Receivable as a result of (i) the order of a court in an insolvency proceeding involving the Obligor, (ii) pursuant to the Servicemembers Civil Relief Act or (iii) modifications or extensions of the Receivable permitted by Section 4.2(b), the Scheduled Receivables Payment with respect to such Collection Period shall refer to the Obligor’s payment obligation with respect to such Collection Period as so modified.

Seller” means AFS SenSub Corp., a Nevada corporation, and its successors in interest to the extent permitted hereunder.

Service Contract” means, with respect to a Financed Vehicle, the agreement, if any, financed under the related Receivable that provides for the repair of such Financed Vehicle.

Servicer” means AmeriCredit Financial Services, Inc., as the servicer of the Receivables, and each successor servicer pursuant to Section 9.3.

Servicer Termination Event” means an event specified in Section 9.1.

Servicer’s Certificate” means an Officers’ Certificate of the Servicer delivered pursuant to Section 4.9, substantially in the form of Exhibit A.

Servicing Fee” has the meaning specified in Section 4.8.

Servicing Fee Rate” means 2.25% per annum.

Simple Interest Method” means the method of allocating a fixed level payment on an obligation between principal and interest, pursuant to which the portion of such payment that is allocated to interest is equal to the product of the fixed rate of interest on such obligation multiplied by the period of time (expressed as a fraction of a year, based on the actual number of days in the calendar month and 365 days in the calendar year) elapsed since the preceding payment under the obligation was made.

 

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Sold Receivable” means a Receivable that was more than 60 days delinquent and was sold to an unaffiliated third party by the Issuer, at the Servicer’s direction, as of the close of business on the last day of a Collection Period and in accordance with the provisions of Section 4.3(c) hereof.

Specified Reserve Balance” means, with respect to any Distribution Date, $23,280,439; provided, that the Specified Reserve Balance will in no event exceed the outstanding principal amount of the Notes on such Distribution Date after giving effect to distributions pursuant to clauses (i) through (xviii) of Section 5.7(a) hereof.

Standard & Poor’s” means Standard & Poor’s Ratings Services, Inc., a Standard & Poor’s Financial Services, LLC business, or its successor.

Step-Down Amount” means, with respect to any Distribution Date, the excess, if any, of (x) the Required Pro Forma Note Balance over (y) the Pro Forma Note Balance on such Distribution Date, calculated for this purpose only without deduction for any Step-Down Amount (i.e., assuming that the entire amount described in clause (x) of the definition of “Principal Distributable Amount” is distributed as principal on the Notes); provided, however, that the Step-Down Amount in no event may exceed the amount that would reduce the positive difference, if any, of the Pool Balance minus the Pro Forma Note Balance, to an amount less than $5,820,110, which is 0.50% of the initial Pool Balance.

Supplemental Servicing Fee” means, with respect to any Collection Period, all administrative fees, expenses and charges paid by or on behalf of Obligors, including late fees, prepayment fees and liquidation fees collected on the Receivables during such Collection Period but excluding any fees or expenses related to extensions.

Total Available Funds” has the meaning assigned thereto in Section 5.7(a).

Trust” means the Issuer.

Trust Account Property” means the Trust Accounts, all amounts and investments held from time to time in any Trust Account (whether in the form of deposit accounts, Physical Property, book-entry securities, uncertificated securities or otherwise), and all proceeds of the foregoing.

Trust Accounts” has the meaning assigned thereto in Section 5.1.

Trust Agreement” means the Trust Agreement, dated as of December 8, 2014, between the Seller and the Owner Trustee, as amended and restated as of January 13, 2015 as the same may be amended and supplemented from time to time.

Trust Collateral Agent” means the Person acting as Trust Collateral Agent hereunder, its successors in interest and any successor Trust Collateral Agent hereunder.

Trust Property” means the property and proceeds conveyed pursuant to Section 2.1, together with certain monies paid after the Cutoff Date, the Collection Account (including all Eligible Investments therein and all proceeds therefrom), the Lockbox Account, the Reserve Account (including all Eligible Investments therein and all proceeds therefrom), the Note Distribution Account (including all Eligible Investments therein and all proceeds therefrom) and certain other rights under this Agreement.

 

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Trustee” means the Person acting as Trustee under the Indenture, its successors in interest and any successor trustee under the Indenture.

UCC” means the Uniform Commercial Code as in effect in the relevant jurisdiction on the date of the Agreement.

Underwriting Agreement” means the Underwriting Agreement, dated as of January 14, 2015, among the Seller, the Servicer, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the underwriters named therein.

SECTION 1.2. Other Definitional Provisions.

(a) Capitalized terms used herein and not otherwise defined herein have meanings assigned to them in the Indenture, or, if not defined therein, in the Trust Agreement.

(b) All terms defined in this Agreement shall have the defined meanings when used in any instrument governed hereby and in any certificate or other document made or delivered pursuant hereto unless otherwise defined therein.

(c) As used in this Agreement, in any instrument governed hereby and in any certificate or other document made or delivered pursuant hereto or thereto, accounting terms not defined in this Agreement or in any such instrument, certificate or other document, and accounting terms partly defined in this Agreement or in any such instrument, certificate or other document to the extent not defined, shall have the respective meanings given to them under generally accepted accounting principles as in effect on the date of this Agreement or any such instrument, certificate or other document, as applicable. To the extent that the definitions of accounting terms in this Agreement or in any such instrument, certificate or other document are inconsistent with the meanings of such terms under generally accepted accounting principles, the definitions contained in this Agreement or in any such instrument, certificate or other document shall control.

(d) The words “hereof,” “herein,” “hereunder” and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement; Section, Schedule and Exhibit references contained in this Agreement are references to Sections, Schedules and Exhibits in or to this Agreement unless otherwise specified; and the term “including” shall mean “including without limitation.”

(e) The definitions contained in this Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms.

 

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(f) Any agreement, instrument or statute defined or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in the case of agreements or instruments) references to all attachments thereto and instruments incorporated therein; references to a Person are also to its permitted successors and assigns.

ARTICLE II

Conveyance of Receivables

SECTION 2.1. Conveyance of Receivables. In consideration of the Issuer’s delivery to or upon the order of the Seller on the Closing Date of the net proceeds from the sale of the Notes and the other amounts to be distributed from time to time to the Seller in accordance with the terms of this Agreement, the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (subject to the Seller’s obligations set forth herein) and the Issuer hereby purchases, all right, title and interest of the Seller in and to the following property, whether now owned or existing or hereafter acquired or arising:

(a) the Receivables and all moneys received thereon after the Cutoff Date;

(b) the security interests in the Financed Vehicles granted by Obligors pursuant to the Receivables and any other interest of the Seller in such Financed Vehicles;

(c) any proceeds and the right to receive proceeds with respect to the Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Vehicles or Obligors and any proceeds from the liquidation of the Receivables;

(d) any proceeds received from a Dealer pursuant to a Dealer Agreement as a result of a breach of representation or warranty in the related Dealer Agreement;

(e) all rights under any Service Contracts on the related Financed Vehicles;

(f) the related Receivable Files;

(g) all of the Seller’s right, title and interest in its rights and benefits, but none of its obligations or burdens, under the Purchase Agreement, and the delivery requirements, representations and warranties and the cure and repurchase obligations of AmeriCredit under the Purchase Agreement;

(h) all of the Seller’s (i) Accounts, (ii) Chattel Paper, (iii) Documents, (iv) Instruments and (v) General Intangibles (as such terms are defined in the UCC) relating to the property described in (a) through (g); and

(i) all proceeds and investments with respect to items (a) through (h).

 

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SECTION 2.2. [Reserved]

SECTION 2.3. Further Encumbrance of Trust Property.

(a) Immediately upon the conveyance to the Trust by the Seller of any item of the Trust Property pursuant to Section 2.1, all right, title and interest of the Seller in and to such item of Trust Property shall terminate, and all such right, title and interest shall vest in the Trust, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Statutory Trust Statute (as defined in the Trust Agreement).

(b) Immediately upon the vesting of the Trust Property in the Trust, the Trust shall have the sole right to pledge or otherwise encumber, such Trust Property. Pursuant to the Indenture, the Trust shall grant a security interest in the Trust Property to the Trust Collateral Agent securing the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Property, and the Certificateholder shall be entitled to receive distributions with respect thereto as set forth herein.

(c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder.

(d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificate outstanding and all sums due to the Trustee and Trust Collateral Agent pursuant to the Basic Documents have been paid, execute such documents as are reasonably provided to it by the Seller (which documents shall be prepared at the Seller’s expense) in order to release any remaining portion of the Trust Property to the Seller.

SECTION 2.4. Intention of the Parties.

The execution and delivery of this Agreement shall constitute an acknowledgment by the Seller and the Issuer that they intend that the assignment and transfer herein contemplated constitute a sale and assignment outright, and not for security, of the Receivables and Other Conveyed Property, for non-tax purposes, conveying good title thereto free and clear of any Liens, from the Seller to the Issuer, and that the Receivables and the Other Conveyed Property shall not be a part of the Seller’s estate in the event of a bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding, or other proceeding under any federal or state bankruptcy or similar law, or the occurrence of another similar event, of, or with respect to the Seller. In the event that such conveyance is determined to be made as security for a loan made by the Issuer, the Noteholders or the Certificateholder to the Seller, the Seller hereby grants to the Issuer a security interest in all of the Seller’s right, title and interest in and to the following property for the benefit of the Issuer Secured Parties, whether now owned or existing or hereafter acquired or arising, and this Agreement shall constitute a security agreement under applicable law (collectively, the “Sale and Servicing Agreement Collateral”):

(i) the Receivables and all moneys received thereon after the Cutoff Date;

 

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(ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Receivables and any other interest of the Seller in such Financed Vehicles;

(iii) any proceeds and the right to receive proceeds with respect to the Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Vehicles or Obligors and any proceeds from the liquidation of the Receivables;

(iv) any proceeds from any Receivable repurchased by a Dealer pursuant to a Dealer Agreement as a result of a breach of representation or warranty in the related Dealer Agreement;

(v) all rights under any Service Contracts on the related Financed Vehicles;

(vi) the related Receivable Files;

(vii) all of the Seller’s right, title and interest in its rights and benefits, but none of its obligations or burdens, under the Purchase Agreement, and the delivery requirements, representations and warranties and the cure and repurchase obligations of AmeriCredit under the Purchase Agreement;

(viii) all of the Seller’s (a) Accounts, (b) Chattel Paper, (c) Documents, (d) Instruments and (e) General Intangibles (as such terms are defined in the UCC) relating to the property described in (i) through (vii); and

(ix) all proceeds and investments with respect to items (i) through (viii).

ARTICLE III

The Receivables

SECTION 3.1. Representations and Warranties of Seller. The Seller hereby represents and warrants that each of the representations and warranties set forth on the Schedule of Representations attached hereto as Schedule B is true and correct on which the Issuer is deemed to have relied in acquiring the Receivables. Such representations and warranties speak as of the execution and delivery of this Agreement and as of the Closing Date, but shall survive the sale, transfer and assignment of the Receivables to the Issuer and the pledge thereof to the Trust Collateral Agent pursuant to the Indenture and shall not be waived.

SECTION 3.2. Repurchase upon Breach.

(a) The Seller, the Servicer, the Trust Collateral Agent or the Owner Trustee, as the case may be, shall inform the other parties to this Agreement promptly, by notice in writing, upon the discovery of any breach of the Seller’s representations and warranties made pursuant to Section 3.1. As of the last day of the second (or, if the Seller so elects, the first) month following the discovery by the Seller or receipt by the Seller of notice of such breach, unless such breach is cured by such date, the Seller shall have an obligation to repurchase any Receivable in which the

 

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interests of the Noteholders are materially and adversely affected by any such breach as of such date. The “second month” shall mean the month following the month in which discovery occurs or notice is given, and the “first month” shall mean the month in which discovery occurs or notice is given. In consideration of and simultaneously with the repurchase of the Receivable, the Seller shall remit, or cause AmeriCredit to remit, to the Collection Account the Purchase Amount in the manner specified in Section 5.6 and the Issuer shall execute such assignments and other documents reasonably requested by such person in order to effect such repurchase. The sole remedy of the Issuer, the Owner Trustee, the Trust Collateral Agent, the Trustee or the Noteholders with respect to a breach of representations and warranties pursuant to Section 3.1 and the agreement contained in this Section shall be the repurchase of Receivables pursuant to this Section, subject to the conditions contained herein or to enforce the obligation of AmeriCredit to the Seller to repurchase such Receivables pursuant to the Purchase Agreement. Neither the Owner Trustee, the Trust Collateral Agent nor the Trustee shall have a duty to conduct any affirmative investigation as to the occurrence of any conditions requiring the repurchase of any Receivable pursuant to this Section.

In addition to the foregoing and notwithstanding whether the related Receivable shall have been purchased by the Seller, the Seller shall indemnify the Trust, the Trustee, the Trust Collateral Agent and the officers, directors, agents and employees thereof, and the Noteholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

(b) Pursuant to Section 2.1 of this Agreement, the Seller conveyed to the Trust all of the Seller’s right, title and interest in its rights and benefits, but none of its obligations or burdens, under the Purchase Agreement including the Seller’s rights under the Purchase Agreement and the delivery requirements, representations and warranties and the cure or repurchase obligations of AmeriCredit thereunder. The Seller hereby represents and warrants to the Trust that such assignment is valid, enforceable and effective to permit the Trust to enforce such obligations of AmeriCredit under the Purchase Agreement. Any purchase by AmeriCredit pursuant to the Purchase Agreement shall be deemed a purchase by the Seller pursuant to this Section 3.2 and the definition of Purchased Receivable.

SECTION 3.3. Custody of Receivable Files.

(a) In connection with the sale, transfer and assignment of the Receivables and the Other Conveyed Property to the Trust pursuant to this Agreement and simultaneously with the execution and delivery of this Agreement, the Trust Collateral Agent hereby revocably appoints the Custodian, and the Custodian hereby accepts such appointment, to act as the agent of the Trust Collateral Agent as custodian of the following documents or instruments in its possession or control (the “Receivable Files”) which shall be delivered to the Custodian as agent of the Trust Collateral Agent on or before the Closing Date (with respect to each Receivable):

(i) The fully executed original (or with respect to “electronic chattel paper”, the authoritative copy) of the Contract; and

 

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(ii) The Lien Certificate (when received), and otherwise such documents, if any, that AmeriCredit keeps on file in accordance with its customary procedures indicating that the Financed Vehicle is owned by the Obligor and subject to the interest of AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered “doing business as” (“DBA”) name in the applicable jurisdiction) as first lienholder or secured party (including any Lien Certificate received by AmeriCredit), or, if such Lien Certificate has not yet been received, a copy of the application therefor, showing AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) as secured party.

The Receivables Files are constructively delivered to the Trust Collateral Agent, as pledgee of the Issuer pursuant to the Indenture, and the Custodian hereby, as of the Closing Date, acknowledges receipt of the Receivable File for each Receivable listed in Schedule A hereto. No initial review or any periodic review of the Receivable Files by the Issuer, the Owner Trustee, the Trustee or the Trust Collateral Agent is required.

(b) If the Trust Collateral Agent, or its agent, as the case may be, is acting as the Custodian pursuant to Section 3.12 hereof, the Trust Collateral Agent, or its agent, as the case may be, shall be deemed to have assumed the obligations of the Custodian (except for any liabilities incurred by the predecessor Custodian) specified in this Agreement until such time as a successor Custodian has been appointed. Upon payment in full of any Receivable, the Servicer will notify the Custodian pursuant to a certificate of an officer of the Servicer (which certificate shall include a statement to the effect that all amounts received in connection with such payments which are required to be deposited in the Collection Account pursuant to Section 4.1 hereof have been so deposited) and shall request delivery of the Receivable and Receivable File to the Servicer. Upon the sale of any Receivable pursuant to Section 4.3(c) hereof, the Servicer will notify the Custodian pursuant to a certificate of an officer of the Servicer (which certificate shall include a statement to the effect that all amounts received in connection with such sale which are required to be deposited in the Collection Account pursuant to Section 4.3(c) have been so deposited) and shall request delivery of the Receivable and Receivable File to the purchaser of such Receivable. From time to time as appropriate for servicing and enforcing any Receivable, the Custodian shall, upon written request of an officer of the Servicer and delivery to the Custodian of a receipt signed by such officer, cause the original Receivable and the related Receivable File to be released to the Servicer. The Servicer’s receipt of a Receivable and/or Receivable File shall obligate the Servicer to return the original Receivable and the related Receivable File to the Custodian when its need by the Servicer has ceased unless the Receivable is repurchased as described in Section 3.2, 4.2 or 4.7.

SECTION 3.4. Maintenance and Safekeeping of the Receivable Files. The Custodian will accurately maintain and keep current the Receivable Files, including any computer systems on which the Receivable Files are electronically stored, all in a manner that will permit the Servicer and the Issuer to comply with this Agreement and the Trust Collateral Agent to comply with the Indenture. The Custodian will act with reasonable care, using that degree of skill and attention that a commercial bank acting in the capacity of a custodian would exercise with respect to files relating to comparable automotive or other receivables that it

 

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services or holds for itself or others. The Custodian shall promptly report to the Trust Collateral Agent in writing any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure.

SECTION 3.5. Location of Receivables Files. The Custodian will maintain the Receivable Files in a fireproof vault at its office located at 4001 Embarcadero, Suite 200, Arlington, Texas 76014 or at such other office as shall from time to time be identified to the Trust Collateral Agent upon prior written notice and the Custodian will hold the Receivable Files in such office on behalf of the Issuer and the Trust Collateral Agent, clearly identified as being separate from any other instruments and files on its records, including other instruments and files held by the Custodian.

SECTION 3.6. Access to Records. The Custodian shall, subject only to the Custodian’s security requirements applicable to its own employees having access to similar records held by the Custodian, which requirements shall be consistent with the practices of a commercial bank acting in the capacity of custodian with respect to similar files or records, and at such times as may be reasonably imposed by the Custodian, permit only the Noteholders and the Trust Collateral Agent or their duly authorized representatives, attorneys or auditors to inspect, at the Servicer’s expense, the Receivable Files and the related accounts, records, and computer systems maintained by the Custodian pursuant hereto at such times as the Noteholders or the Trust Collateral Agent may reasonably request.

SECTION 3.7. Advice of Counsel. The Custodian shall be entitled to rely and act upon advice of counsel with respect to its performance hereunder as custodian and shall be without liability for any action reasonably taken pursuant to such advice, provided that such action is not in violation of applicable Federal or state law.

SECTION 3.8. Administration; Reports. The Custodian shall, in general, attend to all non-discretionary details in connection with maintaining custody of the Receivable Files on behalf of the Trust Collateral Agent. In addition, the Custodian shall assist the Trust Collateral Agent generally in the preparation of any routine reports to Noteholders or to regulatory bodies, to the extent necessitated by the Custodian’s custody of the Receivable Files.

SECTION 3.9. Instructions; Authority to Act. The Custodian shall be deemed to have received proper instructions with respect to the Receivable Files upon its receipt of written instructions signed by a Responsible Officer of the Trust Collateral Agent. Such instructions may be general or specific in terms. A copy of any such instructions shall be furnished by the Trust Collateral Agent to the Trustee (if they are separate entities) and the Issuer.

SECTION 3.10. Custodian Fee. For its services under this Agreement, the Custodian shall be entitled to reasonable compensation to be paid by the Servicer.

SECTION 3.11. Indemnification by the Custodian. The Custodian agrees to indemnify the Issuer, the Owner Trustee, the Trust Collateral Agent and the Trustee for any and all liabilities, obligations, losses, damage, payments, costs or expenses of any kind

 

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whatsoever (including the fees and expenses of counsel) that may be imposed on, incurred or asserted against the Issuer, the Owner Trustee, the Trust Collateral Agent and the Trustee and their respective officers, directors, employees, agents, attorneys and successors and assigns as the result of any act or omission in any way relating to the maintenance and custody by the Custodian of the Receivable Files; provided, however, that the Custodian shall not be liable for any portion of any such liabilities, obligations, losses, damages, payments or costs or expenses due to the Issuer’s, the Owner Trustee’s, the Trust Collateral Agent’s or the Trustee’s or the officers’, directors’, employees’ and agents’ thereof own willful misfeasance, bad faith or gross negligence. In no event shall the Custodian be liable to any third party for acts or omissions of the Custodian.

SECTION 3.12. Effective Period and Termination of Custodian. AmeriCredit’s appointment as custodian is effective as of the Cutoff Date and will continue until terminated pursuant to this Section 3.12. So long as AmeriCredit is serving as Custodian, any termination of AmeriCredit as Servicer hereunder shall terminate AmeriCredit as Custodian. As soon as practicable after termination of its appointment as custodian, the Custodian shall deliver, at the Custodian’s expense, the Receivable Files to the Trust Collateral Agent on behalf of the Noteholders at such place or places as the Trust Collateral Agent may designate, and the Trust Collateral Agent, or its agent, as the case may be, shall act as custodian for such Receivables Files on behalf of the Noteholders until such time as a successor custodian has been appointed. If, within seventy-two (72) hours after the termination of this Agreement, the Custodian has not delivered the Receivable Files in accordance with the preceding sentence, the Trust Collateral Agent may enter the premises of the Custodian and remove the Receivable Files from such premises.

ARTICLE IV

Administration and Servicing of Receivables

SECTION 4.1. Duties of the Servicer

The Servicer is hereby authorized to act as agent for the Trust and in such capacity shall manage, service, administer and make collections on the Receivables, and perform the other actions required by the Servicer under this Agreement. The Servicer agrees that its servicing of the Receivables shall be carried out in accordance with customary and usual procedures of institutions which service motor vehicle retail installment sales contracts and, to the extent more exacting, the degree of skill and attention that the Servicer exercises from time to time with respect to all comparable motor vehicle receivables that it services for itself or others. In performing such duties, so long as AmeriCredit is the Servicer, it shall substantially comply with the policies and procedures described on Schedule C, as such policies and procedures may be updated from time to time. The Servicer’s duties shall include, without limitation, collecting and posting all payments, responding to inquiries of Obligors on the Receivables, investigating delinquencies, sending payment coupons to Obligors, reporting any required tax information to Obligors, monitoring the collateral, complying with the terms of the Lockbox Agreements, accounting for collections and furnishing monthly and annual statements to the Trust Collateral Agent and the Trustee with respect to distributions, monitoring the status of Insurance Policies with respect to the Financed Vehicles and performing the other duties specified herein.

 

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The Servicer, or if AmeriCredit is no longer the Servicer, AmeriCredit, at the request of the Servicer, shall also administer and enforce all rights and responsibilities of the holder of the Receivables provided for in the Dealer Agreements (and shall maintain possession of the Dealer Agreements to the extent it is necessary to do so), the Dealer Assignments and the Insurance Policies, to the extent that such Dealer Agreements, Dealer Assignments and Insurance Policies relate to the Receivables, the Financed Vehicles or the Obligors. To the extent consistent with the standards, policies and procedures otherwise required hereby, the Servicer shall follow its customary standards, policies, and procedures and shall have full power and authority, acting alone, to do any and all things in connection with such managing, servicing, administration and collection that it may deem necessary or desirable. Without limiting the generality of the foregoing, the Servicer is hereby authorized and empowered by the Trust to execute and deliver, on behalf of the Trust, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and with respect to the Financed Vehicles; provided, however, that notwithstanding the foregoing, the Servicer shall not, except pursuant to an order from a court of competent jurisdiction, release an Obligor from payment of any unpaid amount under any Receivable or waive the right to collect the unpaid balance of any Receivable from the Obligor, except in accordance with the Servicer’s customary practices.

The Servicer is hereby authorized to commence, in its own name or in the name of the Trust, a legal proceeding to enforce a Receivable pursuant to Section 4.3 or to commence or participate in any other legal proceeding (including, without limitation, a bankruptcy proceeding) relating to or involving a Receivable, an Obligor or a Financed Vehicle. If the Servicer commences or participates in such a legal proceeding in its own name, the Trust shall thereupon be deemed to have automatically assigned such Receivable to the Servicer solely for purposes of commencing or participating in any such proceeding as a party or claimant, and the Servicer is authorized and empowered by the Trust to execute and deliver in the Servicer’s name any notices, demands, claims, complaints, responses, affidavits or other documents or instruments in connection with any such proceeding. The Trust Collateral Agent and the Owner Trustee shall furnish the Servicer with any limited powers of attorney and other documents which the Servicer may reasonably request and which the Servicer deems necessary or appropriate and take any other steps which the Servicer may deem necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties under this Agreement.

As set forth in Section 9.3, in the event the Servicer fails to perform its obligations hereunder, the successor Servicer shall be responsible for the Servicer’s duties in this Agreement as if it were the Servicer, provided that the successor Servicer shall not be liable for the Servicer’s breach of its obligations.

SECTION 4.2. Collection of Receivable Payments; Modifications of Receivables; Lockbox Agreements.

(a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable automobile receivables that it services for itself or others and otherwise act with respect to the Receivables,

 

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the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c) hereof. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable.

(b) The Servicer may (A) at any time agree to a modification or amendment of a Receivable in order to (i) not more than once per year, change the Obligor’s regular monthly due date to a date that shall in no event be later than 30 days after the original monthly due date of that Receivable, in accordance with its customary procedures or (ii) re-amortize the Scheduled Receivables Payments on the Receivable (x) following a partial prepayment of principal, in accordance with its customary procedures or (y) following the Obligor’s reinstatement based on local laws or (B) may direct the Issuer to sell the Receivables pursuant to Section 4.3 hereof, if the Servicer believes in good faith that such extension, modification, amendment or sale is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Trust with respect to such Receivable, and is otherwise in the best interests of the Trust.

(c) The Servicer may grant payment extensions on, or other modifications or amendments to, a receivable (in addition to those modifications permitted by Section 4.2(b) hereof), in accordance with its customary procedures if the Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Trust with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that:

(i) The aggregate period of all extensions on a Receivable shall not exceed eight months; and

(ii) In no event may a Receivable be extended beyond the Collection Period immediately preceding the latest Final Scheduled Distribution Date.

(d) The Servicer, acting as agent for the Trust pursuant to the Lockbox Account Agreement, shall use its best efforts to notify or direct Obligors to make all payments on the Receivables, whether by check or by direct debit of the Obligor’s bank account, to be made directly to one or more Lockbox Banks or Lockbox Processors pursuant to the Lockbox Agreements. The Servicer shall use its best efforts to notify or direct any Lockbox Bank or Lockbox Processor to deposit all payments on the Receivables in the Lockbox Account no later than the Business Day after receipt, and to cause all amounts credited to the Lockbox Account on account of such payments to be transferred to the Collection Account no later than the second Business Day after receipt of such payments. The Lockbox Account shall be a demand deposit account held by the Lockbox Bank.

Prior to the Closing Date, the Servicer shall have notified each Obligor that makes its payments on the Receivables by check to make such payments thereafter directly to the Lockbox Processor (except in the case of Obligors that have already been making such payments to the Lockbox Processor), and shall have provided each such Obligor with remittance invoices in order to enable such Obligors to make such payments directly to the Lockbox Processor for

 

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deposit into the Lockbox Account, and the Servicer will continue, not less often than every three months, to so notify those Obligors who have failed to make payments to the Lockbox Processor. If at any time, an Obligor’s bank account cannot be accessed by direct debit and if such inability is not cured within 15 days or cannot be cured by execution by the Obligor of a new authorization for automatic payment, the Servicer shall notify such Obligor that it cannot make payment by direct debit and must thereafter make payment by check.

Notwithstanding any Lockbox Agreement, or any of the provisions of this Agreement relating to the Lockbox Agreements, the Servicer shall remain obligated and liable to the Trust, the Trust Collateral Agent and Noteholders for servicing and administering the Receivables and the Other Conveyed Property in accordance with the provisions of this Agreement without diminution of such obligation or liability by virtue thereof.

In the event of a termination of the Servicer, the successor Servicer shall assume all of the rights and obligations of the outgoing Servicer under the Lockbox Agreements subject to the terms hereof. In such event, the successor Servicer shall be deemed to have assumed all of the outgoing Servicer’s interest therein and to have replaced the outgoing Servicer as a party to each such Lockbox Agreement to the same extent as if such Lockbox Agreements had been assigned to the successor Servicer, except that the outgoing Servicer shall not thereby be relieved of any liability or obligations on the part of the outgoing Servicer to the Lockbox Bank or the Lockbox Processor under such Lockbox Agreements. The outgoing Servicer shall, upon request of the Trust Collateral Agent, but at the expense of the outgoing Servicer, deliver to the successor Servicer all documents and records relating to each such Lockbox Agreement and an accounting of amounts collected and held by the Lockbox Processor and the Lockbox Bank and otherwise use its best efforts to effect the orderly and efficient transfer of the Lockbox Agreements to the successor Servicer. In the event that the Majority Noteholders elect to change the identity of the Lockbox Bank or Lockbox Processor, the outgoing Servicer, at its expense, shall cause the Lockbox Bank or Lockbox Processor to deliver, at the direction of the Majority Noteholders to the Trust Collateral Agent or a successor Lockbox Bank or Lockbox Processor, all documents and records relating to the Receivables and all amounts held (or thereafter received) by the Lockbox Bank or the Lockbox Processor (together with an accounting of such amounts) and shall otherwise use its best efforts to effect the orderly and efficient transfer of the lockbox arrangements and the Servicer shall notify the Obligors to make payments to the lockbox arrangements established by the successor.

(e) The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the Lockbox Bank as soon as practicable, but in no event later than the second Business Day after receipt thereof, and such amounts shall be deposited into the Lockbox Account and transferred from the Lockbox Account to the Collection Account in accordance with Section 4.2(d) hereof.

(f) AmeriCredit shall not cause or permit the substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable state law and repurchased by the

 

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related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than 30 days delinquent; (iv) the Obligor is deemed to be in “good standing” by the Servicer and is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. AmeriCredit shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than two percent (2%) of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) AmeriCredit shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less than the Substitution Limit or (ii) if AmeriCredit is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Servicer shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

SECTION 4.3. Realization upon Receivables.

(a) In addition to the Servicer’s ability to direct the Issuer to sell Receivables pursuant to Section 4.3(c) hereof, and consistent with the standards, policies and procedures required by this Agreement, the Servicer shall use its best efforts to repossess (or otherwise comparably convert the ownership of) and liquidate any Financed Vehicle securing a Receivable with respect to which the Servicer has determined that payments thereunder are not likely to be resumed, as soon as is practicable; provided, however, that the Servicer may elect not to repossess a Financed Vehicle if in its good faith judgment it determines that the proceeds ultimately recoverable with respect to such Receivable would be increased by forbearance or if it instead elects to direct the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized to follow such customary practices and procedures as it shall deem necessary or advisable, consistent with the standard of care required by Section 4.1, which practices and procedures may include reasonable efforts to realize upon any recourse to Dealers, the sale of the related Financed Vehicle at public or private sale, the submission of claims under an Insurance Policy and other actions by the Servicer in order to realize upon such a Receivable. The foregoing is subject to the provision that, in any case in which the Financed Vehicle shall have suffered damage, the Servicer shall not expend funds in connection with any repair or towards the repossession of such Financed Vehicle unless it expects in its sole discretion, that such repair and/or repossession shall increase the proceeds of liquidation of the related Receivable by an amount greater than the amount of such expenses. All amounts received upon liquidation of a Financed Vehicle shall be remitted directly by the Servicer to the Collection Account without deposit into any intervening account as soon as practicable, but in no event later than the Business Day after receipt thereof. The Servicer shall be entitled to recover all reasonable expenses incurred by it in the course of repossessing and liquidating a Financed Vehicle into cash proceeds, but only out of the cash proceeds of such Financed Vehicle, any deficiency obtained from the Obligor or any amounts

 

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received from the related Dealer, which amounts in reimbursement may be retained by the Servicer (and shall not be required to be deposited as provided in Section 4.2(e)) to the extent of such expenses. The Servicer shall pay on behalf of the Trust any personal property taxes assessed on repossessed Financed Vehicles. The Servicer shall be entitled to reimbursement of any such tax from Net Liquidation Proceeds with respect to such Receivable.

(b) If the Servicer, or if AmeriCredit is no longer the Servicer, AmeriCredit at the request of the Servicer, elects to commence a legal proceeding to enforce a Dealer Agreement or Dealer Assignment, the act of commencement shall be deemed to be an automatic assignment from the Trust to the Servicer, or to AmeriCredit at the request of the Servicer, of the rights under such Dealer Agreement or Dealer Assignment for purposes of collection only. If, however, in any enforcement suit or legal proceeding it is held that the Servicer or AmeriCredit, as appropriate, may not enforce a Dealer Agreement or Dealer Assignment on the grounds that it is not a real party in interest or a Person entitled to enforce the Dealer Agreement or Dealer Assignment, the Owner Trustee and/or the Trust Collateral Agent, at AmeriCredit’s expense, or the Seller, at the Seller’s expense, shall take such steps as the Servicer deems reasonably necessary to enforce the Dealer Agreement or Dealer Assignment, including bringing suit in its name or the name of the Seller or of the Trust and the Owner Trustee and/or the Trust Collateral Agent for the benefit of the Noteholders. All amounts recovered shall be remitted directly by the Servicer as provided in Section 4.2(e).

(c) Consistent with the standards, policies and procedures required by this Agreement, the Servicer may use its best efforts to locate a third party purchaser that is not affiliated with the Servicer, the Seller or the Issuer to purchase from the Issuer any Receivable that has become more than 60 days delinquent, and shall have the right to direct the Issuer to sell any such Receivable to the third-party purchaser; provided, that no more than 20% of the number of Receivables in the pool as of the Cutoff Date may be sold by the Issuer pursuant to this Section 4.3(c) in the aggregate; provided further, that the Servicer may elect to not direct the Issuer to sell a Receivable that has become more than 60 days delinquent if in its good faith judgment the Servicer determines that the proceeds ultimately recoverable with respect to such Receivable would be increased by forbearance. In selecting Receivables to be sold to a third party purchaser pursuant to this Section 4.3(c), the Servicer shall use commercially reasonable efforts to locate purchasers for the most delinquent Receivables first. In any event, the Servicer shall not use any procedure in selecting Receivables to be sold to third party purchasers which is materially adverse to the interest of the Noteholders. The Issuer shall sell each Sold Receivable for the greatest market price possible; provided, however, that aggregate Sale Amounts received by the Issuer for all Receivables sold to a single third-party purchaser on a single date must be at least equal to the sum of the Minimum Sale Prices for all such Receivables. The Servicer shall remit or cause the third-party purchaser to remit all sale proceeds from the sale of Receivables to the Collection Account without deposit into any intervening account as soon as practicable, but in no event later than the Business Day after receipt thereof.

SECTION 4.4. Insurance.

(a) The Servicer shall require, in accordance with its customary servicing policies and procedures, that each Financed Vehicle be insured by the related Obligor under the Insurance Policies referred to in Paragraph 27 of the Schedule of Representations and Warranties and shall

 

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monitor the status of such physical loss and damage insurance coverage thereafter, in accordance with its customary servicing procedures. Each Receivable requires the Obligor to maintain such physical loss and damage insurance, naming AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) and its successors and assigns as additional insureds, and permits the holder of such Receivable to obtain physical loss and damage insurance at the expense of the Obligor if the Obligor fails to maintain such insurance. If the Servicer shall determine that an Obligor has failed to obtain or maintain a physical loss and damage Insurance Policy covering the related Financed Vehicle which satisfies the conditions set forth in clause (i)(a) of such Paragraph 27 (including, without limitation, during the repossession of such Financed Vehicle) the Servicer may enforce the rights of the holder of the Receivable under the Receivable to require the Obligor to obtain such physical loss and damage insurance in accordance with its customary servicing policies and procedures. The Servicer may maintain a vendor’s single interest or other collateral protection insurance policy with respect to all Financed Vehicles (“Collateral Insurance”) which policy shall by its terms insure against physical loss and damage in the event any Obligor fails to maintain physical loss and damage insurance with respect to the related Financed Vehicle. The Servicer shall cause itself or an Originating Affiliate, and may cause the Trust Collateral Agent (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction), to be named as named insured under all policies of Collateral Insurance. Costs incurred by the Servicer in maintaining such Collateral Insurance shall be paid by the Servicer.

(b) The Servicer may, if an Obligor fails to obtain or maintain a physical loss and damage Insurance Policy, obtain insurance with respect to the related Financed Vehicle and advance on behalf of such Obligor, as required under the terms of the insurance policy, the premiums for such insurance (such insurance being referred to herein as “Force-Placed Insurance”). All policies of Force-Placed Insurance shall be endorsed with clauses providing for loss payable to the Servicer. Any cost incurred by the Servicer in maintaining such Force-Placed Insurance shall only be recoverable out of premiums paid by the Obligors or Net Liquidation Proceeds with respect to the Receivable, as provided in Section 4.4(c).

(c) In connection with any Force-Placed Insurance obtained hereunder, the Servicer may, in the manner and to the extent permitted by applicable law, require the Obligors to repay the entire premium to the Servicer. In no event shall the Servicer include the amount of the premium in the Amount Financed under the Receivable. For all purposes of this Agreement, the Insurance Add-On Amount with respect to any Receivable having Force-Placed Insurance will be treated as a separate obligation of the Obligor and will not be added to the Principal Balance of such Receivable, and amounts allocable thereto will not be available for distribution on the Notes and the Certificate. The Servicer shall retain and separately administer the right to receive payments from Obligors with respect to Insurance Add-On Amounts or rebates of Forced-Placed Insurance premiums. If an Obligor makes a payment with respect to a Receivable having Force-Placed Insurance, but the Servicer is unable to determine whether the payment is allocable to the Receivable or to the Insurance Add-On Amount, the payment shall be applied first to any unpaid Scheduled Receivables Payments and then to the Insurance Add-On Amount. Net Liquidation Proceeds on any Receivable will be used first to pay the Principal Balance and accrued interest on such Receivable and then to pay the related Insurance Add-On Amount. If an Obligor under a Receivable with respect to which the Servicer has placed Force-Placed Insurance fails to make scheduled payments of such Insurance Add-On Amount as due, and the Servicer has determined

 

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that eventual payment of the Insurance Add-On Amount is unlikely, the Servicer may, but shall not be required to, purchase such Receivable from the Trust for the Purchase Amount on any subsequent Determination Date. Any such Receivable, and any Receivable with respect to which the Servicer has placed Force-Placed Insurance which has been paid in full (excluding any Insurance Add-On Amounts) will be assigned to the Servicer.

(d) The Servicer may sue to enforce or collect upon the Insurance Policies, in its own name, if possible, or as agent of the Trust. If the Servicer elects to commence a legal proceeding to enforce an Insurance Policy, the act of commencement shall be deemed to be an automatic assignment of the rights of the Trust under such Insurance Policy to the Servicer for purposes of collection only. If, however, in any enforcement suit or legal proceeding it is held that the Servicer may not enforce an Insurance Policy on the grounds that it is not a real party in interest or a holder entitled to enforce the Insurance Policy, the Issuer and/or the Trust Collateral Agent, at the Servicer’s expense, or the Seller, at the Seller’s expense, shall take such steps as the Servicer deems necessary to enforce such Insurance Policy, including bringing suit in its name or the name of the Trust and the Owner Trustee and/or the Trust Collateral Agent for the benefit of the Noteholders.

SECTION 4.5. Maintenance of Security Interests in Vehicles.

(a) Consistent with the policies and procedures required by this Agreement, the Servicer shall take such steps on behalf of the Trust as are necessary to maintain perfection of the security interest created by each Receivable in the related Financed Vehicle, including, but not limited to, obtaining the execution by the Obligors and the recording, registering, filing, re-recording, re-filing, and re-registering of all security agreements, financing statements and continuation statements as are necessary to maintain the security interest granted by the Obligors under the respective Receivables. The Trust Collateral Agent hereby authorizes the Servicer, and the Servicer agrees, to take any and all steps necessary to re-perfect such security interest on behalf of the Trust as necessary because of the relocation of a Financed Vehicle or for any other reason. In the event that the assignment of a Receivable to the Trust is insufficient, without a notation on the related Financed Vehicle’s certificate of title, or without fulfilling any additional administrative requirements under the laws of the state in which the Financed Vehicle is located, to perfect a security interest in the related Financed Vehicle in favor of the Trust, the Servicer hereby agrees that the designation of AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) as the secured party on the Lien Certificate is in its capacity as Servicer as agent of the Trust.

(b) Upon the occurrence of a Servicer Termination Event, the Servicer or the successor Servicer (if no successor Servicer has been appointed, then the Trust Collateral Agent) shall take or cause to be taken such action as may, in the Opinion of Counsel to the Majority Noteholders, be necessary to perfect or re-perfect the security interests in the Financed Vehicles securing the Receivables in the name of the Trust by amending the title documents of such Financed Vehicles or by such other reasonable means as may, in the Opinion of Counsel to the Majority Noteholders, be necessary or prudent.

 

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AmeriCredit hereby agrees to pay all expenses related to such perfection or reperfection and to take all action necessary therefor. AmeriCredit hereby appoints the Trust Collateral Agent as its attorney-in-fact to take any and all steps required to be performed by AmeriCredit pursuant to this Section 4.5(b) (it being understood that and agreed that the Trust Collateral Agent shall have no obligation to take such steps with respect to all perfection or reperfection, except as pursuant to the Basic Documents to which it is a party and to which AmeriCredit has paid all expenses), including execution of Lien Certificates or any other documents in the name and stead of AmeriCredit (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction), and the Trust Collateral Agent hereby accepts such appointment.

SECTION 4.6. Covenants, Representations, and Warranties of Servicer. By its execution and delivery of this Agreement, the Servicer makes the following representations, warranties and covenants on which the Trust Collateral Agent relies in accepting the Receivables and on which the Trustee relies in authenticating the Notes.

(a) The Servicer covenants as follows:

(i) Liens in Force. The Financed Vehicle securing each Receivable shall not be released in whole or in part from the security interest granted by the Receivable, except upon payment in full of the Receivable or as otherwise contemplated herein;

(ii) No Impairment. The Servicer shall do nothing to impair the rights of the Trust or the Noteholders in the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies or the Other Conveyed Property except as otherwise expressly provided herein;

(iii) No Amendments. The Servicer shall not extend or otherwise amend the terms of any Receivable, except in accordance with Section 4.2; and

(iv) Restrictions on Liens. The Servicer shall not (A) create, incur or suffer to exist, or agree to create, incur or suffer to exist, or consent to cause or permit in the future (upon the happening of a contingency or otherwise) the creation, incurrence or existence of any Lien or restriction on transferability of the Receivables except for the Lien in favor of the Trust Collateral Agent for the benefit of the Noteholders and the restrictions on transferability imposed by this Agreement or (B) sign or file under the Uniform Commercial Code of any jurisdiction any financing statement which names AmeriCredit or the Servicer as a debtor, or sign any security agreement authorizing any secured party thereunder to file such financing statement, with respect to the Receivables, except in each case any such instrument solely securing the rights and preserving the Lien of the Trust Collateral Agent, for the benefit of the Noteholders.

(b) The Servicer represents, warrants and covenants as of the Closing Date as to itself that the representations and warranties set forth on the Schedule of Representations attached hereto as Schedule B are true and correct; provided that such representations and warranties contained therein and herein shall not apply to any entity other than AmeriCredit.

SECTION 4.7. Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, a Responsible Officer of the Trust Collateral Agent, the Owner Trustee or a Responsible Officer of the Trustee of a breach of any of the covenants set

 

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forth in Sections 3.4, 3.5, 3.6, 4.5(a) or 4.6 hereof, the party discovering such breach shall give prompt written notice to the others; provided, however, that the failure to give any such notice shall not affect any obligation of AmeriCredit as Servicer under this Section. As of the second Accounting Date following its discovery or receipt of notice of any breach of any covenant set forth in Sections 3.4, 4.5(a) or 4.6 hereof which materially and adversely affects the interests of the Noteholders in any Receivable (including any Liquidated Receivable) (or, at AmeriCredit’s election, the first Accounting Date so following) or the related Financed Vehicle, AmeriCredit shall, unless such breach shall have been cured in all material respects, purchase from the Trust the Receivable affected by such breach and, on the related Determination Date, AmeriCredit shall pay the related Purchase Amount. It is understood and agreed that the obligation of AmeriCredit to purchase any Receivable (including any Liquidated Receivable) with respect to which such a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against AmeriCredit for such breach available to the Noteholders, the Issuer, the Owner Trustee or the Trust Collateral Agent; provided, however, that AmeriCredit shall indemnify the Trust, the Owner Trustee, the Trust Collateral Agent, the Trustee and the Noteholders from and against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach. Notwithstanding anything to the contrary contained herein, AmeriCredit will not be required to repurchase Receivables due solely to the Servicer’s not having received Lien Certificates that have been properly applied for from the Registrar of Titles in the applicable states for such Receivables unless (i) such Lien Certificates shall not have been received with respect to Receivables with Principal Balances which total more than 1.0% of the Aggregate Principal Balance as of the 180th day after the Closing Date, in which case AmeriCredit shall be required to repurchase a sufficient number of such Receivables to cause the aggregate Principal Balances of the remaining Receivables for which no such Lien Certificate shall have been received to be no greater than 1.0% of the Aggregate Principal Balance as of such date or (ii) such Lien Certificates shall not have been received as of the 240th day after the Closing Date. This Section shall survive the termination of this Agreement and the earlier removal or resignation of the Trustee and/or the Trust Collateral Agent.

SECTION 4.8. Total Servicing Fee; Payment of Certain Expenses by Servicer. On each Distribution Date, the Servicer shall be entitled to receive out of the Collection Account the Base Servicing Fee and any Supplemental Servicing Fee for the related Collection Period (together, the “Servicing Fee”) pursuant to Section 5.7. The Servicer shall be required to pay all expenses incurred by it in connection with its activities under this Agreement (including taxes imposed on the Servicer, expenses incurred in connection with distributions and reports made by the Servicer to the Noteholders and all other fees and expenses of the Owner Trustee, the Trust Collateral Agent or the Trustee; provided, however, the Servicer shall not be required to pay taxes levied or assessed against the Trust or claims against the Trust in respect of indemnification unless such taxes and claims are expressly stated to be for the account of AmeriCredit). The Servicer shall be liable for the fees and expenses of the Owner Trustee, the Trust Collateral Agent, the Trustee, the Custodian, the Lockbox Bank (and any fees under the Lockbox Account Agreement), the Lockbox Processor (and any fees under the Lockbox Processing Agreement) and the Independent Accountants. Notwithstanding the foregoing, if the Servicer shall not be AmeriCredit, a successor to AmeriCredit as Servicer permitted by Section 9.3 shall not be liable for taxes levied or assessed against the Trust or claims against the Trust in respect of indemnification, or the fees and expenses referred to above.

 

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SECTION 4.9. Servicer’s Certificate.

No later than noon Eastern time on each Determination Date, the Servicer shall deliver (facsimile delivery being acceptable) to the Trustee, the Owner Trustee and the Trust Collateral Agent the monthly Servicer’s Certificate. The Servicer will also deliver the Servicer’s Certificate to each Rating Agency on the same date the Servicer’s Certificate is publicly available (provided that if the Servicer’s Certificate is not made publicly available, the Servicer will deliver it to each Rating Agency, no later than the 15th of each month (or if not a Business Day, the next succeeding Business Day)). The Servicer’s Certificate will be executed by a Responsible Officer of the Servicer and contain among other things: (i) all information necessary to enable the Trust Collateral Agent to make the distributions required by Sections 5.7(a) and 5.7(b), (ii) a listing of all Purchased Receivables and Sold Receivables purchased by the Servicer or sold by the Issuer as of the related Accounting Date, identifying the Receivables so purchased by the Servicer or sold by the Issuer and (iii) all information necessary to enable the Trust Collateral Agent to make such statements available to Noteholders as required by Section 5.9. Receivables purchased by the Servicer or by the Seller on the related Accounting Date and each Receivable which became a Liquidated Receivable or which was paid in full during the related Collection Period shall be identified by account number (as set forth in the Schedule of Receivables).

SECTION 4.10. Annual Statement as to Compliance, Notice of Servicer Termination Event.

(a) To the extent required by Section 1123 of Regulation AB, the Servicer, shall deliver to the Trustee, the Owner Trustee, the Trust Collateral Agent and each Rating Agency, on or before March 31 (or 90 days after the end of the Issuer’s fiscal year, if other than December 31) of each year (regardless of whether the Seller has ceased filing reports under the Exchange Act), beginning on March 31, 2015, an officer’s certificate signed by any Responsible Officer of the Servicer, dated as of December 31 of the previous calendar year, stating that (i) a review of the activities of the Servicer during the preceding calendar year (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate) and of its performance under this Agreement has been made under such officer’s supervision, and (ii) to such officer’s knowledge, based on such review, the Servicer has fulfilled in all material respects all its obligations under this Agreement throughout such period, or, if there has been a failure to fulfill any such obligation in any material respect, identifying each such failure known to such officer and the nature and status of such failure.

(b) The Servicer shall deliver to the Trustee, the Owner Trustee, the Trust Collateral Agent and each Rating Agency, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer’s certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under Section 9.1(a). The Seller or the Servicer shall deliver to the Trustee, the Owner Trustee, the Trust Collateral Agent, the Servicer or the Seller (as applicable) and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer’s certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under any other clause of Section 9.1.

 

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(c) The Servicer will deliver to the Issuer, on or before March 31 of each year, beginning on March 31, 2015, a report regarding the Servicer’s assessment of compliance with certain minimum servicing criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB.

(d) To the extent required by Regulation AB, the Servicer will cause any affiliated servicer or any other party deemed to be participating in the servicing function pursuant to Item 1122 of Regulation AB to provide to the Issuer, on or before March 31 of each year, beginning on March 31, 2015, a report regarding such party’s assessment of compliance with certain minimum servicing criteria during the immediately preceding calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB.

(e) The Bank of New York Mellon acknowledges, in its capacity as Trust Collateral Agent under this Agreement and in its capacity as Trustee under the Basic Documents, that to the extent it is deemed to be participating in the servicing function pursuant to Item 1122 of Regulation AB, it will take any such action as outlined in the Item 1122 Letter Agreement to ensure compliance with the requirements of Section 4.10(d) and Section 4.11(b) hereof and with Item 1122 of Regulation AB. Such required documentation will be delivered to the Servicer by March 15 of each calendar year.

SECTION 4.11. Annual Independent Public Accountants’ Reports.

(a) The Servicer shall cause a firm of nationally recognized independent certified public accountants (the “Independent Accountants”), who may also render other services to the Servicer or its Affiliates, to deliver to the Trustee, the Owner Trustee and the Trust Collateral Agent, on or before March 31 (or 90 days after the end of the Issuer’s fiscal year, if other than December 31) of each year, beginning in March 31, 2015, a report, dated as of December 31 of the preceding calendar year, addressed to the board of directors of the Servicer, providing its attestation report on the servicing assessment delivered pursuant to Section 4.10(c), including disclosure of any material instance of non-compliance, as required by Rule 13a-18 and 15d-18 of the Exchange Act and Item 1122(b) of Regulation AB. Such attestation will be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act.

(b) Each party required to deliver an assessment of compliance described in Section 4.10(d) shall cause Independent Accountants, who may also render other services to such party or its Affiliates, to deliver to the Trustee, the Owner Trustee, the Trust Collateral Agent and the Servicer, on or before March 31 (or 90 days after the end of the Issuer’s fiscal year, if other than December 31) of each year, beginning in March 31, 2015, a report, dated as of December 31 of the preceding calendar year, addressed to the board of directors of such party, providing its attestation report on the servicing assessment delivered pursuant to Section 4.10(d), including disclosure of any material instance of non-compliance, as required by Rule 13a-18 and 15d-18 of the Exchange Act and Item 1122(b) of Regulation AB. Such attestation will be in accordance with Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act.

 

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(c) The Servicer shall cause a firm of Independent Accountants, who may also render other services to the Servicer or to the Seller, (1) to deliver to the Trustee, the Owner Trustee and the Trust Collateral Agent, on or before April 30 (or 120 days after the end of the Servicer’s fiscal year, if other than December 31) of each year, beginning on April 30, 2015, with respect to the twelve months ended the immediately preceding December 31 (or other applicable date) (or such other period as shall have elapsed from the Closing Date to the date of such certificate (which period shall not be less than six months)), a copy of the Form 10-K filed with the United States Securities and Exchange Commission for General Motors Financial Company, Inc., which filing includes a statement that such audit was made in accordance with generally accepted auditing standards, and accordingly included such tests of the accounting records and such other auditing procedures as such firm considered necessary in the circumstances; and (2) upon request of the Trustee, the Owner Trustee or the Trust Collateral Agent, to issue an acknowledgement to the effect that such firm has audited the books and records of General Motors Financial Company, Inc., in which the Servicer is included as a consolidated subsidiary, and issued its report pursuant to item (1) of this section and that the accounting firm is independent of the Seller and the Servicer within the meaning of the Code of Professional Ethics of the American Institute of Certified Public Accountants.

SECTION 4.12. Access to Certain Documentation and Information Regarding Receivables. The Servicer shall provide to representatives of the Trustee, the Owner Trustee and the Trust Collateral Agent reasonable access to the documentation regarding the Receivables. In each case, such access shall be afforded without charge but only upon reasonable request and during normal business hours. Nothing in this Section shall affect the obligation of the Servicer to observe any applicable law prohibiting disclosure of information regarding the Obligors, and the failure of the Servicer to provide access as provided in this Section as a result of such obligation shall not constitute a breach of this Section.

ARTICLE V

Trust Accounts; Distributions; Statements to Noteholders

SECTION 5.1. Establishment of Trust Accounts.

(a) (i) The Trust Collateral Agent, on behalf of the Noteholders, shall establish and maintain in its own name an Eligible Deposit Account (the “Collection Account”), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Trust Collateral Agent on behalf of the Noteholders. The Collection Account shall initially be established with the Trust Collateral Agent.

(ii) The Trust Collateral Agent, on behalf of the Noteholders, shall establish and maintain in its own name an Eligible Deposit Account (the “Note Distribution Account”), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Trust Collateral Agent on behalf of the Noteholders. The Note Distribution Account shall initially be established with the Trust Collateral Agent.

(iii) The Trust Collateral Agent, on behalf of the Noteholders, shall establish and maintain in its own name an Eligible Deposit Account (the “Reserve Account”), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Trust Collateral Agent on behalf of the Noteholders. The Reserve Account shall initially be established with the Trust Collateral Agent.

 

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(b) Funds on deposit in the Collection Account, the Reserve Account and the Note Distribution Account (collectively, the “Trust Accounts”) shall be invested by the Trust Collateral Agent (or any custodian with respect to funds on deposit in any such account) in Eligible Investments selected in writing by the Servicer (pursuant to standing instructions or otherwise). Absent receipt of such written investment direction from the Servicer, funds on deposit in the Trust Accounts shall be held uninvested. All such Eligible Investments shall be held by or on behalf of the Trust Collateral Agent for the benefit of the Noteholders. Other than as permitted by the Rating Agencies, funds on deposit in any Trust Account shall be invested in Eligible Investments that will mature so that such funds will be available at the close of business on the Business Day immediately preceding the following Distribution Date. All Eligible Investments will be held to maturity. Each institution at which the relevant Trust Account is maintained shall invest the funds therein as directed in writing by the Servicer in Eligible Investments.

(c) All Investment Earnings of moneys deposited in each Trust Account shall be deposited (or caused to be deposited) in the Collection Account on each Distribution Date by the Trust Collateral Agent and applied as Available Funds on such Distribution Date, and any loss resulting from such investments shall be charged to the related Trust Account. The Servicer will not direct the Trust Collateral Agent to make any investment of any funds held in any of the Trust Accounts unless the security interest granted and perfected in such account will continue to be perfected in such investment, in either case without any further action by any Person, and, in connection with any direction to the Trust Collateral Agent to make any such investment, if requested by the Trust Collateral Agent, the Servicer shall deliver to the Trust Collateral Agent an Opinion of Counsel, acceptable to the Trust Collateral Agent, to such effect.

(d) The Trust Collateral Agent shall not in any way be held liable by reason of any insufficiency in any of the Trust Accounts resulting from any loss on any Eligible Investment included therein except for losses attributable to the Trust Collateral Agent’s negligence or bad faith or its failure to make payments on such Eligible Investments issued by the Trust Collateral Agent, in its commercial capacity as principal obligor and not as Trust Collateral Agent or as Trustee, in accordance with their terms.

(e) If (i) the Servicer shall have failed to give investment directions in writing for any funds on deposit in the Trust Accounts to the Trust Collateral Agent by 1:00 p.m. Eastern Time (or such other time as may be agreed by the Issuer and Trust Collateral Agent) on any Business Day; or (ii) a Default or Event of Default shall have occurred and is continuing with respect to the Notes but the Notes shall not have been declared due and payable, or, if such Notes shall have been declared due and payable following an Event of Default, amounts collected or received from the Trust Property are being applied as if there had not been such a declaration; then the Trust Collateral Agent shall, to the fullest extent practicable, invest and reinvest funds in the Trust Accounts in accordance with the instructions outlined in the most recent investment direction letter between the Servicer and the Trust Collateral Agent.

 

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(f) (i) The Trust Collateral Agent shall possess all right, title and interest in all funds on deposit from time to time in the Trust Accounts and in all proceeds thereof for the benefit of the Noteholders and all such funds, investments, proceeds and income shall be part of the Owner Trust Estate. Except as otherwise provided herein, the Trust Accounts shall be under the sole dominion and control of the Trust Collateral Agent for the benefit of the Noteholders. If, at any time, any of the Trust Accounts ceases to be an Eligible Deposit Account, the Trust Collateral Agent (or the Servicer on its behalf) shall within five Business Days (or such longer period as to which each Rating Agency may consent) establish a new Trust Account as an Eligible Deposit Account and shall transfer any cash and/or any investments to such new Trust Account. In connection with the foregoing, the Servicer agrees that, in the event that any of the Trust Accounts are not accounts with the Trust Collateral Agent, the Servicer shall notify the Trust Collateral Agent in writing promptly upon any of such Trust Accounts ceasing to be an Eligible Deposit Account.

(ii) With respect to the Trust Account Property, the Trust Collateral Agent agrees that:

(A) any Trust Account Property that is held in deposit accounts shall be held solely in the Eligible Deposit Accounts; and, except as otherwise provided herein, each such Eligible Deposit Account shall be subject to the exclusive custody and control of the Trust Collateral Agent, and the Trust Collateral Agent shall have sole signature authority with respect thereto;

(B) any Trust Account Property that constitutes Physical Property shall be delivered to the Trust Collateral Agent in accordance with paragraph (a) of the definition of “Delivery” and shall be held, pending maturity or disposition, solely by the Trust Collateral Agent or a securities intermediary (as such term is defined in Section 8-102(14) of the UCC) acting solely for the Trust Collateral Agent;

(C) the “securities intermediary’s jurisdiction” for purposes of Section 8-110 of the UCC shall be the State of New York;

(D) any Trust Account Property that is a book-entry security held through the Federal Reserve System pursuant to Federal book-entry regulations shall be delivered in accordance with paragraph (b) of the definition of “Delivery” and shall be maintained by the Trust Collateral Agent, pending maturity or disposition, through continued book-entry registration of such Trust Account Property as described in such paragraph;

(E) any Trust Account Property that is an “uncertificated security” or a “security entitlement” under Article 8 of the UCC and that is not governed by clause (D) above shall be delivered to the Trust Collateral Agent in accordance with paragraph (c) or (d), if applicable, of the definition of “Delivery” and shall be maintained by the Trust Collateral Agent, pending maturity or disposition, through continued registration of the Trust Collateral Agent’s (or its nominee’s) ownership of such security; and

 

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(F) any cash that is Trust Account Property shall be considered a “financial asset” under Article 8 of the UCC.

(g) The Servicer shall have the power to instruct the Trust Collateral Agent to make withdrawals and payments from the Trust Accounts for the purpose of permitting the Servicer and the Trust Collateral Agent to carry out their respective duties hereunder.

SECTION 5.2. [Reserved]

SECTION 5.3. Certain Reimbursements to the Servicer. The Servicer will be entitled to be reimbursed from amounts on deposit in the Collection Account with respect to a Collection Period for amounts previously deposited in the Collection Account but later determined by the Servicer to have resulted from mistaken deposits or postings or checks returned for insufficient funds. The amount to be reimbursed hereunder shall be paid to the Servicer on the related Distribution Date pursuant to Section 5.7(a)(i) upon certification by the Servicer of such amounts and the provision of such information to the Trust Collateral Agent. The Servicer will additionally be entitled to receive from amounts on deposit in the Collection Account with respect to a Collection Period any amounts paid by Obligors that were deposited in the Lockbox Account but that do not relate to (i) principal and interest payments due on the Receivables and (ii) any fees or expenses related to extensions due on the Receivables.

SECTION 5.4. Application of Collections. All collections for the Collection Period shall be applied by the Servicer as follows:

(a) With respect to each Receivable (other than a Purchased Receivable or a Sold Receivable), payments by or on behalf of the Obligor, (other than Supplemental Servicing Fees with respect to such Receivable, to the extent collected) shall be applied to interest and principal in accordance with the Simple Interest Method.

(b) All amounts collected that are payable to the Servicer as Supplemental Servicing Fees hereunder shall be deposited in the Collection Account and paid to the Servicer in accordance with Section 5.7(a).

SECTION 5.5. [Reserved].

SECTION 5.6. Additional Deposits.

(a) The Servicer and the Seller, as applicable, shall deposit or cause to be deposited in the Collection Account on the Determination Date on which such obligations are due the aggregate Purchase Amount with respect to Purchased Receivables and the aggregate Sale Amounts with respect to Sold Receivables.

(b) The proceeds of any purchase or sale of the assets of the Trust described in Section 10.1 hereof shall be deposited in the Collection Account.

 

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SECTION 5.7. Distributions.

(a) On each Distribution Date, the Trust Collateral Agent shall (based solely on the information contained in the Servicer’s Certificate delivered with respect to the related Determination Date) apply or cause to be applied the sum of (x) the Available Funds (after withdrawing amounts deposited in error and Liquidation Proceeds relating to Purchased Receivables) for the related Collection Period and (y) the Reserve Account Withdrawal Amount for such Distribution Date (such sum, the “Total Available Funds”) to distribute the following amounts from the Collection Account unless otherwise specified, to the extent of the sources of funds stated to be available therefore, and in the following order of priority:

(i) from the Total Available Funds, to the Servicer, (1) the Base Servicing Fee for the related Collection Period, (2) any Supplemental Servicing Fees for the related Collection Period, (3) any amounts specified in Section 5.3 and (4) to the extent the Servicer has not reimbursed itself in respect of such amounts pursuant to Section 5.3, and to the extent not retained by the Servicer, and to pay to AmeriCredit any amounts paid by Obligors during the preceding calendar month that did not relate to (x) principal and interest payments due on the Receivables and (y) any fees or expenses related to extensions due on the Receivables;

(ii) from the Total Available Funds, to each of the Lockbox Bank, the Lockbox Processor, the Trustee, the Trust Collateral Agent and the Owner Trustee, their respective accrued and unpaid fees, expenses and indemnities (in each case, to the extent such fees, expenses or indemnities have not been previously paid by the Servicer, and provided that such fees, expenses and indemnities shall not exceed (x) $100,000 in the aggregate in any calendar year to the Owner Trustee and (y) $100,000 in the aggregate in any calendar year to the Lockbox Bank, the Lockbox Processor, the Trust Collateral Agent and the Trustee);

(iii) from the Total Available Funds, to the Class A Noteholders, pari passu, the Noteholders’ Interest Distributable Amount for the Class A Notes for such Distribution Date;

(iv) from the Total Available Funds, for distribution as provided in paragraph (b) below, the Class A Principal Parity Amount;

(v) from the Total Available Funds, for distribution as provided in paragraph (b) below, any Matured Principal Shortfall on account of the Class A Notes;

(vi) from the Total Available Funds, to the Class B Noteholders, the Noteholders’ Interest Distributable Amount for the Class B Notes for such Distribution Date;

(vii) from the Total Available Funds, for distribution as provided in paragraph (b) below, the Class B Principal Parity Amount;

(viii) from the Total Available Funds, for distribution as provided in paragraph (b) below, any Matured Principal Shortfall on account of the Class B Notes;

 

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(ix) from the Total Available Funds, to the Class C Noteholders, the Noteholders’ Interest Distributable Amount for the Class C Notes for such Distribution Date;

(x) from the Total Available Funds, for distribution as provided in paragraph (b) below, the Class C Principal Parity Amount;

(xi) from the Total Available Funds, for distribution as provided in paragraph (b) below, any Matured Principal Shortfall on account of the Class C Notes;

(xii) from the Total Available Funds, to the Class D Noteholders, the Noteholders’ Interest Distributable Amount for the Class D Notes for such Distribution Date;

(xiii) from the Total Available Funds, for distribution as provided in paragraph (b) below, the Class D Principal Parity Amount;

(xiv) from the Total Available Funds, for distribution as provided in paragraph (b) below, any Matured Principal Shortfall on account of the Class D Notes;

(xv) from the Total Available Funds, to the Class E Noteholders, the Noteholders’ Interest Distributable Amount for the Class E Notes for such Distribution Date;

(xvi) from the Total Available Funds, for distribution as provided in paragraph (b) below, the Class E Principal Parity Amount;

(xvii) from the Total Available Funds, for distribution as provided in paragraph (b) below, any Matured Principal Shortfall on account of the Class E Notes;

(xviii) from the Total Available Funds, for distribution as provided in paragraph (b) below, the Noteholders’ Principal Distributable Amount;

(xix) from the Total Available Funds, to the Reserve Account, the Reserve Account Deposit Amount for such Distribution Date;

(xx) from the Total Available Funds, for distribution as provided in paragraph (b) below, the Accelerated Principal Amount;

(xxi) from the Total Available Funds, to pay each of the Trustee, the Owner Trustee, the Trust Collateral Agent, the Lockbox Bank and the Lockbox Processor any fees, expenses and indemnities then due to such party that are in excess of the related cap or annual limitation specified in clauses (i) and (ii) above; and

(xxii) from the Total Available Funds, to the Certificate Distribution Account for distribution to the Certificateholder in accordance with the Trust Agreement, the aggregate amount remaining in the Collection Account.

 

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On any Distribution Date with respect to which no Servicer’s Certificate was delivered, to the extent there are Available Funds in the Collection Account, the Trust Collateral Agent will make payments of the Noteholders’ Interest Distributable Amounts described in (iii), (vi), (ix), (xii) and (xv) above as well as any Matured Principal Shortfalls described in (v), (viii), (xi), (xiv) and xvii above.

(b) On each Distribution Date, the Trust Collateral Agent shall apply or cause to be applied the amounts that are allocated to the Class A-2 Notes in accordance with clause (iii) of paragraph (a) above on that Distribution Date to the Class A-2-A Notes and the Class A-2-B Notes pro rata based on the principal balance of the Class A-2-A Notes and the Class A-2-B Notes, respectively; provided, that if the amount so allocated to the Class A-2-A Notes or the Class A-2-B Notes on any Distribution Date exceeds the Noteholders Interest Distributable Amount with respect to such Distribution Date and such Class, then the amount of such excess shall be allocated to the other such Class on that Distribution Date. On each Distribution Date, the Trust Collateral Agent shall apply or cause to be applied the aggregate of the amounts described in clause (iv), (v), (vii), (viii), (x), (xi), (xiii), (xiv), (xv), (xvi), (xvii) and (xviii) of paragraph (a) above on that Distribution Date in the listed order of priority:

(i) to the Class A-1 Noteholders in reduction of the remaining principal balance of the Class A-1 Notes, until the outstanding principal balance thereof has been reduced to zero;

(ii) to the Class A-2 Noteholders in reduction of the remaining principal balance of the Class A-2 Notes, until the outstanding principal balance thereof has been reduced to zero;

(iii) to the Class A-3 Noteholders in reduction of the remaining principal balance of the Class A-3 Notes, until the outstanding principal balance thereof has been reduced to zero;

(iv) to the Class B Noteholders in reduction of the remaining principal balance of the Class B Notes, until the outstanding principal balance thereof has been reduced to zero;

(v) to the Class C Noteholders in reduction of the remaining principal balance of the Class C Notes, until the outstanding principal balance thereof has been reduced to zero;

(vi) to the Class D Noteholders in reduction of the remaining principal balance of the Class D Notes, until the outstanding principal balance thereof has been reduced to zero;

(vii) to the Class E Noteholders in reduction of the remaining principal balance of the Class E Notes, until the outstanding principal balance thereof has been reduced to zero;

provided, however, that, (A) following an acceleration of the Notes pursuant to the Indenture, (B) the occurrence of an Event of Default pursuant to Section 5.1(i), 5.1(ii), 5.1(iv) or 5.1(v) of the Indenture or (C) the receipt of Insolvency Proceeds pursuant to Section 10.1(b), amounts deposited in the Note Distribution Account (including any such Insolvency Proceeds) shall be paid to the Noteholders, pursuant to Section 5.6 of the Indenture.

 

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(c) In the event that the Collection Account is maintained with an institution other than the Trust Collateral Agent, the Servicer shall instruct and cause such institution to make all deposits and distributions pursuant to Sections 5.7(a) and 5.7(b) on the related Distribution Date.

(d) In the event that any withholding tax is imposed on the Trust’s payment (or allocations of income) to a Noteholder, such tax shall reduce the amount otherwise distributable to the Noteholder in accordance with this Section. The Trust Collateral Agent is hereby authorized and directed to retain from amounts otherwise distributable to the Noteholders sufficient funds for the payment of any tax attributable to the Trust (but such authorization shall not prevent the Trust Collateral Agent from contesting any such tax in appropriate proceedings, and withholding payment of such tax, if permitted by law, pending the outcome of such proceedings). The amount of any withholding tax imposed with respect to a Noteholder shall be treated as cash distributed to such Noteholder at the time it is withheld by the Trust and remitted to the appropriate taxing authority. If there is a possibility that withholding tax is payable with respect to a distribution (such as a distribution to a non-US Noteholder), the Trust Collateral Agent may in its sole discretion withhold such amounts in accordance with this clause (d). In the event that a Noteholder wishes to apply for a refund of any such withholding tax, the Trust Collateral Agent shall reasonably cooperate with such Noteholder in making such claim so long as such Noteholder agrees to reimburse the Trust Collateral Agent for any out-of-pocket expenses (including legal fees and expenses) incurred.

(e) Distributions required to be made to Noteholders on any Distribution Date shall be made to each Noteholder of record on the preceding Record Date either by (i) wire transfer, in immediately available funds, to the account of such Holder at a bank or other entity having appropriate facilities therefore, if such Noteholder shall have provided to the Note Registrar appropriate written instructions at least five Business Days prior to such Distribution Date and such Holder’s Notes in the aggregate evidence a denomination of not less than $1,000,000 or (ii) by check mailed to such Noteholder at the address of such holder appearing in the Note Register. Notwithstanding the foregoing, the final distribution in respect of any Note (whether on the Final Scheduled Distribution Date or otherwise) will be payable only upon presentation and surrender of such Note at the office or agency maintained for that purpose by the Note Registrar pursuant to Section 2.4 of the Indenture.

(f) Subject to Section 5.1 and this section, monies received by the Trust Collateral Agent hereunder need not be segregated in any manner except to the extent required by law and may be deposited under such general conditions as may be prescribed by law, and the Trust Collateral Agent shall not be liable for any interest thereon.

 

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SECTION 5.8. Reserve Account.

(a)

(i) On the Closing Date, the Seller shall deposit the Specified Reserve Balance into the Reserve Account. Amounts held from time to time in the Reserve Account shall be held by the Trust Collateral Agent for the benefit of the Noteholders.

(ii) The Seller may, from time to time after the date hereof, request each Rating Agency to approve a formula for determining the Specified Reserve Balance that is different from the formula set forth herein, which may result in a decrease in the amount of the Specified Reserve Balance or change the manner by which the Reserve Account is funded. Notwithstanding any other provision of this Agreement, if each Rating Agency then rating the Notes notifies the Seller (who shall send such notification to the Trust Collateral Agent) in writing that the use of any such new formula, and any decrease in the amount of the Specified Reserve Balance or change in the manner by which the Reserve Account is funded, will not result in the qualification, reduction or withdrawal of its then current rating of the Notes then the Specified Reserve Balance will be determined in accordance with such new formula and this Agreement will be amended to reflect such new formula without the consent of any Noteholder.

(iii) On each Distribution Date, the Servicer shall instruct the Trust Collateral Agent (based on the information contained in the Servicer’s Certificate delivered on the related Determination Date) (A) if the amount on deposit in the Reserve Account (without taking into account any amount on deposit in the Reserve Account representing net investment earnings) is less than the Specified Reserve Balance, in which case the Trust Collateral Agent shall, after payment of any amounts required to be distributed pursuant to clauses (i) through (xviii) of Section 5.7(a) deposit in the Reserve Account the Reserve Account Deposit Amount pursuant to Section 5.7(a)(xix), and (B) if the amount on deposit in the Reserve Account, after giving effect to all other deposits thereto and withdrawals therefrom to be made on such Distribution Date is greater than the Specified Reserve Balance, in which case the Trust Collateral Agent shall distribute the amount of such excess as part of Available Funds on such Distribution Date.

(b) On each Distribution Date, the Servicer shall instruct the Trust Collateral Agent (based on the information contained in the Servicer’s Certificate delivered on the related Determination Date) to withdraw the Reserve Account Withdrawal Amount from the Reserve Account and deposit such amounts in the Collection Account to be included as Total Available Funds for that Distribution Date.

(c) Amounts properly transferred to the Certificate Distribution Account for payment to the Certificateholder pursuant to this Agreement shall not be available to the Trust Collateral Agent or the Trust for the purpose of making deposits to the Reserve Account, or making payments to the Noteholders, nor shall the Certificateholder be required to refund any amount properly received by them.

 

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SECTION 5.9. Statements to Noteholders.

(a) On or prior to each Distribution Date, the Trust Collateral Agent shall make available to each Noteholder of record a statement setting forth at least the following information as to the Notes solely to the extent such information has been received from the Servicer pursuant to Section 4.9 hereof:

(i) the amount of such distribution allocable to principal of each Class of Notes;

(ii) the amount of such distribution allocable to interest on or with respect to each Class of Notes;

(iii) the required Reserve Account Withdrawal Amount or any excess released from the Reserve Account and included in Available Funds;

(iv) the Pool Balance as of the close of business on the last day of the preceding Collection Period;

(v) the aggregate outstanding principal amount of each Class of the Notes and the Note Pool Factor for each such Class after giving effect to payments allocated to principal reported under (i) above;

(vi) the amount of the Servicing Fee paid to the Servicer with respect to the related Collection Period and/or due but unpaid with respect to such Collection Period or prior Collection Periods, as the case may be;

(vii) the Noteholders’ Interest Carryover Amount and the Noteholders’ Principal Carryover Amount, if any, and the change in that amount from the preceding statement;

(viii) the amount of the aggregate Realized Losses, if any, for the second preceding Collection Period; and

(ix) the aggregate Purchase Amounts for Receivables, if any, that were repurchased by the Servicer or the Seller in such period.

(b) The Trust Collateral Agent will make available each month to each Noteholder the statements referred to in Section 5.9(a) above (and certain other documents, reports and information regarding the Receivables provided by the Servicer from time to time) via the Trust Collateral Agent’s internet website, with the use of a password provided by the Trust Collateral Agent. The Trust Collateral Agent’s internet website will be located at https://gctinvestorreporting.bnymellon.com or at such other address as the Trust Collateral Agent shall notify the Noteholders from time to time. For assistance with regard to this service, Noteholders can call the Trust Collateral Agent’s technical assistance center at (800) 332-4550. The Trust Collateral Agent shall have the right to change the way the statements referred to in Section 5.9(a) above are distributed in order to make such distribution more convenient and/or more accessible to the parties entitled to receive such statements so long as such statements are

 

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only provided to the then current Noteholders. The Trust Collateral Agent shall provide notification of any such change to all parties entitled to receive such statements in the manner described in Section 12.3 hereof, Section 11.4 of the Indenture or Section 11.5 of the Indenture, as appropriate.

SECTION 5.10. Determination of LIBOR.

The Trust Collateral Agent, as calculation agent (in such capacity, the “Calculation Agent”), will determine LIBOR for purposes of calculating the Interest Rate for the Class A-2-B Notes (a) on January 20, 2015, for the period from the Closing Date to the first Distribution Date, and (b) for each given Interest Period thereafter, on the second London Business Day prior to the Distribution Date on which such Interest Period begins (each, a “LIBOR Determination Date”). For purposes of calculating LIBOR, a “London Business Day” means a day on which banking institutions in the City of London, England are not required or authorized by law to be closed.

LIBOR” means, the rate for deposits in U.S. Dollars, for a period equal to one month, which appears on the Reuters Screen LIBOR01 Page (or any replacement page) as of 11:00 a.m., London time, on the related LIBOR Determination Date. If such rate does not appear on the Reuters Screen LIBOR01 Page, the rate for that Interest Period will be determined on the basis of the rates at which deposits in U.S. Dollars are offered by any four major banks in the London interbank market selected by the Calculation Agent to provide such bank’s offered quotation of such rates at approximately 11:00 a.m., London time, on the related LIBOR Determination Date to prime banks in the London interbank market for a period of one month, commencing on the first day of such Interest Period and in a principal amount of at least U.S.$1,000,000. The Calculation Agent, will request the principal London office of each of those four banks to provide a quotation of its rate. If at least two such quotations are provided, the rate for that Interest Period will be the arithmetic mean of the quotations. If fewer than two quotations are provided as requested, the rate for that Interest Period will be the arithmetic mean of the rates quoted by major banks in New York City selected by the Calculation Agent at approximately 11:00 a.m., New York City time, on the LIBOR Determination Date with respect to such Interest Period for loans in U.S. Dollars to leading European banks for a period equal to one month, commencing on the first day of such Interest Period and in a principal amount of at least U.S.$1,000,000; provided, however, that if the banks selected by the Calculation Agent are not quoting rates as mentioned in this sentence, LIBOR for such interest period will be the same as LIBOR for the immediately preceding Interest Period.

Reuters Screen LIBOR01 Page” is the display designated on the Reuters service (or the successor display page, other published source, information vendor or provider that has been officially designated by Reuters).

ARTICLE VI

[Reserved]

 

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ARTICLE VII

The Seller

SECTION 7.1. Representations of Seller. The Seller makes the following representations on which the Issuer is deemed to have relied in acquiring the Receivables and on which the Trustee and Trust Collateral Agent may rely. The representations speak as of the execution and delivery of this Agreement and as of the Closing Date, and shall survive the sale of the Receivables to the Issuer and the pledge thereof to the Trust Collateral Agent pursuant to the Indenture.

(a) Schedule of Representations. The representations and warranties set forth on the Schedule of Representations attached hereto as Schedule B are true and correct.

(b) Organization and Good Standing. The Seller has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Nevada, with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own and sell the Receivables and the Other Conveyed Property transferred to the Trust.

(c) Due Qualification. The Seller is duly qualified to do business as a foreign corporation, is in good standing and has obtained all necessary licenses and approvals in all jurisdictions where the failure to do so would materially and adversely affect Seller’s ability to transfer the Receivables and the Other Conveyed Property to the Trust pursuant to this Agreement, or the validity or enforceability of the Receivables and the Other Conveyed Property or to perform Seller’s obligations hereunder and under the Seller’s Basic Documents.

(d) Power and Authority. The Seller has the power and authority to execute and deliver this Agreement and its Basic Documents and to carry out its terms and their terms, respectively; the Seller has full power and authority to sell and assign the Receivables and the Other Conveyed Property to be sold and assigned to and deposited with the Trust by it and has duly authorized such sale and assignment to the Trust by all necessary corporate action; and the execution, delivery and performance of this Agreement and the Seller’s Basic Documents have been duly authorized by the Seller by all necessary corporate action.

(e) Valid Sale, Binding Obligations. This Agreement effects a valid sale, transfer and assignment of the Receivables and the Other Conveyed Property, enforceable against the Seller and creditors of and purchasers from the Seller; and this Agreement and the Seller’s Basic Documents, when duly executed and delivered, shall constitute legal, valid and binding obligations of the Seller enforceable in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and by equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law.

 

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(f) No Violation. The consummation of the transactions contemplated by this Agreement and the Basic Documents and the fulfillment of the terms of this Agreement and the Basic Documents shall not conflict with, result in any breach of any of the terms and provisions of or constitute (with or without notice, lapse of time or both) a default under the certificate of incorporation or by-laws of the Seller, or any indenture, agreement, mortgage, deed of trust or other instrument to which the Seller is a party or by which it is bound, or result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement, mortgage, deed of trust or other instrument, other than this Agreement, or violate any law, order, rule or regulation applicable to the Seller of any court or of any federal or state regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Seller or any of its properties.

(g) No Proceedings. There are no proceedings or investigations pending or, to the Seller’s knowledge, threatened against the Seller, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Seller or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Seller of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents, or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes.

(h) Solvency. The Seller is not insolvent, nor will the Seller be made insolvent by the transfer of the Receivables, nor does the Seller anticipate any pending insolvency.

(i) No Consents. The Seller is not required to obtain the consent of any other party or any consent, license, approval or authorization, or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery, performance, validity or enforceability of this Agreement which has not already been obtained.

(j) True Sale. The Receivables are being transferred with the intention of removing them from the Seller’s estate pursuant to Section 541 of the Bankruptcy Code, as the same may be amended from time to time.

(k) Ordinary Course of Business. The transactions contemplated by this Agreement and the other Basic Documents to which the Seller is a party are in the ordinary course of the Seller’s business.

(l) Chief Executive Office and Principal Place of Business. The chief executive office and principal place of business of the Seller is at 2265 B Renaissance Drive, Suite 17, Las Vegas, Nevada 89119.

(m) Investment Company Act. Neither the Seller nor the Issuer is an “investment company” or a company “controlled by an investment company” within the meaning of the Investment Company Act.

 

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SECTION 7.2. Corporate Existence

(a) During the term of this Agreement, the Seller will keep in full force and effect its existence, rights and franchises as a corporation under the laws of the jurisdiction of its incorporation and will obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Agreement, the Basic Documents and each other instrument or agreement necessary or appropriate to the proper administration of this Agreement and the transactions contemplated hereby.

(b) During the term of this Agreement, the Seller shall observe the applicable legal requirements for the recognition of the Seller as a legal entity separate and apart from its Affiliates, including as follows:

(i) the Seller shall maintain corporate records and books of account separate from those of its Affiliates;

(ii) except as otherwise provided in this Agreement, the Seller shall not commingle its assets and funds with those of its Affiliates;

(iii) the Seller shall hold such appropriate meetings of its board of directors, or adopt resolutions pursuant to a unanimous written consent of the board of directors as are necessary to authorize all the Seller’s corporate actions required by law to be authorized by the board of directors, shall keep minutes of such meetings and of meetings of its stockholder(s) and observe all other customary corporate formalities (and any successor Seller not a corporation shall observe similar procedures in accordance with its governing documents and applicable law);

(iv) the Seller shall at all times hold itself out to the public under the Seller’s own name as a legal entity separate and distinct from its Affiliates;

(v) all transactions and dealings between the Seller and its Affiliates will be conducted on an arm’s-length basis; and

(vi) the Seller shall pay from its assets all obligations and indebtedness of any kind incurred by the Seller.

SECTION 7.3. Liability of Seller; Indemnities. The Seller shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Seller under this Agreement.

(a) The Seller shall indemnify, defend and hold harmless the Owner Trustee, the Issuer, the Trustee and the Trust Collateral Agent and their respective officers, directors, employees and agents from and against any taxes that may at any time be asserted against any such Person with respect to the transactions or activities contemplated in this Agreement and any of the Basic Documents (except any income taxes arising out of fees paid to the Owner Trustee, the Trust Collateral Agent and the Trustee and except any taxes to which the Owner Trustee, the Trust Collateral Agent or the Trustee may otherwise be subject to, without regard to the

 

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transactions contemplated hereby), including any sales, gross receipts, general corporation, tangible or intangible personal property, privilege or license taxes (but, in the case of the Issuer, not including any taxes asserted with respect to, federal or other income taxes arising out of distributions on the Notes) and costs and expenses in defending against the same.

(b) The Seller shall indemnify, defend and hold harmless the Issuer, the Owner Trustee, the Trustee and the Trust Collateral Agent and the officers, directors, employees and agents thereof and the Noteholders from and against any loss, liability or expense incurred by reason of (i) the Seller’s willful misfeasance, bad faith or negligence in the performance of its duties under this Agreement, or by reason of reckless disregard of its obligations and duties under this Agreement and (ii) the Seller’s or the Issuer’s violation of federal or state securities laws in connection with the offering and sale of the Notes.

(c) The Seller shall indemnify, defend and hold harmless the Issuer, the Owner Trustee, Trustee and the Trust Collateral Agent and the officers, directors, employees and agents thereof from and against any and all costs, expenses, losses, claims, damages and liabilities arising out of, or incurred in connection with the acceptance or performance of the trusts and duties set forth herein and in the Basic Documents except to the extent that such cost, expense, loss, claim, damage or liability shall be due to the willful misfeasance, bad faith or negligence (except for errors in judgment) of the Owner Trustee, Trustee or the Trust Collateral Agent, respectively.

Indemnification under this Section shall survive the resignation or removal of the Owner Trustee, the Trustee or the Trust Collateral Agent and the termination of this Agreement or the Indenture or the Trust Agreement, as applicable, and shall include reasonable fees and expenses of counsel and other expenses of litigation. If the Seller shall have made any indemnity payments pursuant to this Section and the Person to or on behalf of whom such payments are made thereafter shall collect any of such amounts from others, such Person shall promptly repay such amounts to the Seller, without interest.

SECTION 7.4. Merger or Consolidation of, or Assumption of the Obligations of, Seller. Any Person (a) into which the Seller may be merged or consolidated, (b) which may result from any merger or consolidation to which the Seller shall be a party or (c) which may succeed to the properties and assets of the Seller substantially as a whole, which Person in any of the foregoing cases executes an agreement of assumption to perform every obligation of the Seller under this Agreement, shall be the successor to the Seller hereunder without the execution or filing of any document or any further act by any of the parties to this Agreement; provided, however, that (i) immediately after giving effect to such transaction, no representation or warranty made pursuant to Section 3.1 shall have been breached and no Servicer Termination Event, and no event which, after notice or lapse of time, or both, would become a Servicer Termination Event shall have happened and be continuing, (ii) the Seller shall have delivered to the Owner Trustee, the Trust Collateral Agent and the Trustee an Officers’ Certificate and an Opinion of Counsel each stating that such consolidation, merger or succession and such agreement of assumption comply with this Section and that all conditions precedent, if any, provided for in this Agreement relating to such transaction have been complied with, (iii) the Rating Agency Condition shall have been satisfied with respect to such transaction and (iv) the Seller shall have delivered to the Owner Trustee, the Trust Collateral Agent and the Trustee

 

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an Opinion of Counsel stating that, in the opinion of such counsel, either (A) all financing statements and continuation statements and amendments thereto have been executed and filed that are necessary fully to preserve and protect the interest of the Trust Collateral Agent, the Issuer and the Trustee, respectively, in the Receivables and reciting the details of such filings or (B) no such action shall be necessary to preserve and protect such interest. Notwithstanding anything herein to the contrary, the execution of the foregoing agreement of assumption and compliance with clauses (i), (ii), (iii) and (iv) above shall be conditions to the consummation of the transactions referred to in clauses (a), (b) or (c) above.

SECTION 7.5. Limitation on Liability of Seller and Others. The Seller and any director or officer or employee or agent of the Seller may rely in good faith on the advice of counsel or on any document of any kind, prima facie properly executed and submitted by any Person respecting any matters arising under any Basic Document. The Seller shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its obligations under this Agreement, and that in its opinion may involve it in any expense or liability.

SECTION 7.6. Ownership of the Certificates or Notes. The Seller and any Affiliate thereof may in its individual or any other capacity become the owner or pledgee of Certificates or Notes with the same rights as it would have if it were not the Seller or an Affiliate thereof, except as expressly provided herein or in any Basic Document. Notes or Certificates so owned by the Seller or such Affiliate shall have an equal and proportionate benefit under the provisions of the Basic Documents, without preference, priority, or distinction as among all of the Notes or Certificates; provided, however, that any Notes or Certificates owned by the Seller or any Affiliate thereof, during the time such Notes or Certificates are owned by them, shall be without voting rights for any purpose set forth in the Basic Documents. The Seller shall notify the Owner Trustee, the Trustee and the Trust Collateral Agent with respect to any other transfer of any Certificate.

ARTICLE VIII

The Servicer

SECTION 8.1. Representations of Servicer. The Servicer makes the following representations on which the Issuer is deemed to have relied in acquiring the Receivables. The representations speak as of the execution and delivery of this Agreement and as of the Closing Date, and shall survive the sale of the Receivables to the Issuer and the pledge thereof to the Trust Collateral Agent pursuant to the Indenture.

(a) Representations and Warranties. The representations and warranties set forth on the Schedule of Representations attached hereto as Schedule B are true and correct; provided that such representations and warranties contained therein and herein shall not apply to any entity other than AmeriCredit;

(b) Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

 

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(c) Due Qualification. The Servicer is duly qualified to do business as a foreign corporation, is in good standing and has obtained all necessary licenses and approvals, in all jurisdictions in which the ownership or lease of property or the conduct of its business (including the servicing of the Receivables as required by this Agreement) requires or shall require such qualification;

(d) Power and Authority. The Servicer has the power and authority to execute and deliver this Agreement and its Basic Documents and to carry out its terms and their terms, respectively, and the execution, delivery and performance of this Agreement and the Servicer’s Basic Documents have been duly authorized by the Servicer by all necessary corporate action;

(e) Binding Obligation. This Agreement and the Servicer’s Basic Documents shall constitute legal, valid and binding obligations of the Servicer enforceable in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights generally and by equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law;

(f) No Violation. The consummation of the transactions contemplated by this Agreement and the Servicer’s Basic Documents, and the fulfillment of the terms of this Agreement and the Servicer’s Basic Documents, shall not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice or lapse of time) a default under, the articles of incorporation or bylaws of the Servicer, or any indenture, agreement, mortgage, deed of trust or other instrument to which the Servicer is a party or by which it is bound, or result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement, mortgage, deed of trust or other instrument, other than this Agreement, or violate any law, order, rule or regulation applicable to the Servicer of any court or of any federal or state regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or any of its properties;

(g) No Proceedings. There are no proceedings or investigations pending or, to the Servicer’s knowledge, threatened against the Servicer, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Servicer or its properties (A) asserting the invalidity of this Agreement or any of the Basic Documents, (B) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Basic Documents, (C) seeking any determination or ruling that might materially and adversely affect the performance by the Servicer of its obligations under, or the validity or enforceability of, this Agreement or any of the Basic Documents or (D) seeking to adversely affect the federal income tax or other federal, state or local tax attributes of the Notes;

(h) No Consents. The Servicer is not required to obtain the consent of any other party or any consent, license, approval or authorization, or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery, performance, validity or enforceability of this Agreement which has not already been obtained.

 

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(i) Chief Executive Office and Principal Place of Business. The chief executive office and principal place of business of the Servicer is located at 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102.

SECTION 8.2. Liability of Servicer; Indemnities.

(a) The Servicer (in its capacity as such) shall be liable hereunder only to the extent of the obligations in this Agreement specifically undertaken by the Servicer and the representations made by the Servicer.

(b) The Servicer shall defend, indemnify and hold harmless the Trust, the Trustee, the Trust Collateral Agent, the Owner Trustee, their respective officers, directors, agents and employees, and the Noteholders from and against any and all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel and expenses of litigation arising out of or resulting from the use, ownership or operation by the Servicer or any Affiliate thereof of any Financed Vehicle.

(c) The Servicer (when the Servicer is AmeriCredit) shall indemnify, defend and hold harmless the Trust, the Trustee, the Trust Collateral Agent, the Owner Trustee, their respective officers, directors, agents and employees and the Noteholders from and against any taxes that may at any time be asserted against any of such parties with respect to the transactions or activities contemplated in this Agreement, including, without limitation, any sales, gross receipts, general corporation, tangible or intangible personal property, privilege or license taxes (but not including any federal or other income taxes, including franchise taxes asserted with respect to, and as of the date of, the sale of the Receivables and the Other Conveyed Property to the Trust or the issuance and original sale of the Notes) and costs and expenses in defending against the same.

(d) The Servicer (when the Servicer is not AmeriCredit) shall indemnify, defend and hold harmless the Trust, the Trustee, the Trust Collateral Agent, the Owner Trustee, the Collateral Agent, their respective officers, directors, agents and employees and the Noteholders from and against any taxes with respect to the sale of Receivables in connection with servicing hereunder that may at any time be asserted against any of such parties with respect to the transactions or activities contemplated in this Agreement, including, without limitation, any sales, gross receipts, general corporation, tangible or intangible personal property, privilege or license taxes (but not including any federal or other income taxes, including franchise taxes asserted with respect to, and as of the date of, the sale of the Receivables and the Other Conveyed Property to the Trust or the issuance and original sale of the Notes) and costs and expenses in defending against the same.

(e) The Servicer shall indemnify, defend and hold harmless the Trust, the Trustee, the Trust Collateral Agent, the Owner Trustee, their respective officers, directors, agents and employees and the Noteholders from and against any and all costs, expenses, losses, claims, damages, and liabilities, including reasonable fees and expenses of counsel and expenses of litigation, to the extent that such cost, expense, loss, claim, damage, or liability arose out of, or was imposed upon the Trust, the Trustee, the Owner Trustee, the Trust Collateral Agent or the Noteholders by reason of the breach of this Agreement by the Servicer, the negligence, misfeasance, or bad faith of the Servicer in the performance of its duties under this Agreement or by reason of reckless disregard of its obligations and duties under this Agreement.

 

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(f) AmeriCredit shall indemnify, defend and hold harmless the Trust, the Trustee, the Trust Collateral Agent, the Owner Trustee, their respective officers, directors, agents and employees and the Noteholders from and against any loss, liability or expense incurred by reason of the violation by Servicer or Seller of federal or state securities laws in connection with the registration or the sale of the Notes. This section shall survive the termination of this Agreement, or the earlier removal or resignation of the Trustee or the Trust Collateral Agent.

(g) AmeriCredit shall indemnify the Trustee, the Owner Trustee, the Trust Collateral Agent and the respective officers, directors, agents and employees thereof against any and all loss, liability or expense, (other than overhead and expenses incurred in the normal course of business) incurred by each of them in connection with the acceptance or administration of the Trust and the performance of their duties under the Basic Documents other than if such loss, liability or expense was incurred by the Trustee, the Owner Trustee or the Trust Collateral Agent as a result of any such entity’s willful misconduct, bad faith or negligence.

(h) Indemnification under this Article shall include, without limitation, reasonable fees and expenses of counsel and expenses of litigation. If the Servicer has made any indemnity payments pursuant to this Article and the recipient thereafter collects any of such amounts from others, the recipient shall promptly repay such amounts collected to the Servicer, without interest.

(i) When the Trustee or the Trust Collateral Agent incurs expenses after the occurrence of a Servicer Termination Event specified in Section 9.1(d) or (e) with respect to the Servicer, the expenses are intended to constitute expenses of administration under Title 11 of the United States Code or any other applicable federal or state bankruptcy, insolvency or similar law.

SECTION 8.3. Merger or Consolidation of, or Assumption of the Obligations of the Servicer.

AmeriCredit shall not merge or consolidate with any other Person, convey, transfer or lease substantially all its assets as an entirety to another Person, or permit any other Person to become the successor to AmeriCredit’s business unless, after the merger, consolidation, conveyance, transfer, lease or succession, the successor or surviving entity shall be capable of fulfilling the duties of AmeriCredit contained in this Agreement and shall be acceptable to the Majority Noteholders, and shall be an eligible servicer. Any corporation (i) into which AmeriCredit may be merged or consolidated, (ii) resulting from any merger or consolidation to which AmeriCredit shall be a party, (iii) which acquires by conveyance, transfer, or lease substantially all of the assets of AmeriCredit, or (iv) succeeding to the business of AmeriCredit, in any of the foregoing cases shall execute an agreement of assumption to perform every obligation of AmeriCredit under this Agreement and, whether or not such assumption agreement is executed, shall be the successor to AmeriCredit under this Agreement without the execution or filing of any paper or any further act on the part of any of the parties to this Agreement, anything in this Agreement to the contrary notwithstanding; provided, however, that nothing contained herein shall be deemed to release AmeriCredit from any obligation. AmeriCredit shall provide

 

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notice of any merger, consolidation or succession pursuant to this Section to the Owner Trustee, the Trust Collateral Agent, the Noteholders and each Rating Agency. Notwithstanding the foregoing, AmeriCredit shall not merge or consolidate with any other Person or permit any other Person to become a successor to AmeriCredit’s business, unless (x) immediately after giving effect to such transaction, no representation or warranty made pursuant to Section 4.6 shall have been breached (for purposes hereof, such representations and warranties shall speak as of the date of the consummation of such transaction), (y) AmeriCredit shall have delivered to the Owner Trustee, the Trust Collateral Agent, the Trustee and the Rating Agencies an Officer’s Certificate and an Opinion of Counsel each stating that such consolidation, merger or succession and such agreement of assumption comply with this Section and that all conditions precedent, if any, provided for in this Agreement relating to such transaction have been complied with, and (z) AmeriCredit shall have delivered to the Owner Trustee, the Trust Collateral Agent, the Trustee and the Rating Agencies an Opinion of Counsel, stating in the opinion of such counsel, either (A) all financing statements and continuation statements and amendments thereto have been executed and filed that are necessary to preserve and protect the interest of the Trust in the Receivables and the Other Conveyed Property and reciting the details of the filings or (B) no such action shall be necessary to preserve and protect such interest.

SECTION 8.4. Limitation on Liability of Servicer and Others.

Neither AmeriCredit nor any of the directors or officers or employees or agents of AmeriCredit shall be under any liability to the Trust or the Noteholders, except as provided in this Agreement, for any action taken or for refraining from the taking of any action pursuant to this Agreement; provided, however, that this provision shall not protect AmeriCredit or any such person against any liability that would otherwise be imposed by reason of a breach of this Agreement or willful misfeasance, bad faith or negligence (excluding errors in judgment) in the performance of duties; provided, further, that this provision shall not affect any liability to indemnify the Trust Collateral Agent, the Trustee and the Owner Trustee for costs, taxes, expenses, claims, liabilities, losses or damages paid by the Trust Collateral Agent, the Trustee and the Owner Trustee, in their individual capacities. AmeriCredit and any director, officer, employee or agent of AmeriCredit may rely in good faith on the written advice of counsel or on any document of any kind prima facie properly executed and submitted by any Person respecting any matters arising under this Agreement.

SECTION 8.5. Delegation of Duties. The Servicer may delegate duties under this Agreement to an Affiliate of the Servicer without first obtaining the consent of any Person. The Servicer also may at any time perform through sub-contractors the specific duties of (i) repossession of Financed Vehicles, (ii) tracking Financed Vehicles’ insurance and (iii) pursuing the collection of deficiency balances on certain Liquidated Receivables, in each case, without the consent of the Trust Collateral Agent, the Trustee or the Owner Trustee and may perform other specific duties through such sub-contractors in accordance with Servicer’s customary servicing policies and procedures, with the prior consent of the Trust Collateral Agent. No delegation or sub-contracting by the Servicer of its duties herein in the manner described in this Section 8.5 shall relieve the Servicer of its responsibility with respect to such duties.

 

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SECTION 8.6. Servicer Not to Resign. Subject to the provisions of Section 8.3, the Servicer shall not resign from the obligations and duties imposed on it by this Agreement as Servicer except upon a determination that by reason of a change in legal requirements the performance of its duties under this Agreement would cause it to be in violation of such legal requirements in a manner which would have a material adverse effect on the Servicer if the Majority Noteholders do not elect to waive the obligations of the Servicer to perform the duties which render it legally unable to act or to delegate those duties to another Person. Any such determination permitting the resignation of the Servicer shall be evidenced by an Opinion of Counsel to such effect delivered and acceptable to the Trust Collateral Agent and the Owner Trustee. No resignation of the Servicer shall become effective until an entity acceptable to the Majority Noteholders shall have assumed the responsibilities and obligations of the Servicer.

ARTICLE IX

Default

SECTION 9.1. Servicer Termination Event. For purposes of this Agreement, each of the following shall constitute a “Servicer Termination Event”:

(a) Any failure by the Servicer to deliver to the Trust Collateral Agent for distribution to Noteholders any proceeds or payment required to be so delivered under the terms of this Agreement that continues unremedied for a period of two Business Days (one Business Day with respect to payment of Purchase Amounts) after written notice is received by the Servicer from the Trust Collateral Agent or after discovery of such failure by a Responsible Officer of the Servicer; or

(b) Failure by the Servicer to deliver to the Trust Collateral Agent the Servicer’s Certificate by the first Business Day prior to the Distribution Date, or failure on the part of the Servicer to observe its covenants and agreements set forth in Section 8.3; or

(c) Failure on the part of the Servicer duly to observe or perform any other covenants or agreements of the Servicer set forth in this Agreement, which failure (i) materially and adversely affects the rights of Noteholders, and (ii) continues unremedied for a period of 30 days after knowledge thereof by the Servicer or after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Servicer by the Trust Collateral Agent; or

(d) The entry of a decree or order for relief by a court or regulatory authority having jurisdiction in respect of the Servicer in an involuntary case under the federal bankruptcy laws, as now or hereafter in effect, or another present or future, federal bankruptcy, insolvency or similar law, or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Servicer, or of any substantial part of its property or ordering the winding up or liquidation of the affairs of the Servicer and the continuance of any such decree or order unstayed and in effect for a period of 60 consecutive days or the commencement of an involuntary case under the federal bankruptcy laws, as now or hereinafter in effect, or another present or future federal or state bankruptcy, insolvency or similar law and such case is not dismissed within 60 days; or

 

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(e) The commencement by the Servicer of a voluntary case under the federal bankruptcy laws, as now or hereafter in effect, or any other present or future, federal or state, bankruptcy, insolvency or similar law, or the consent by the Servicer to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Servicer or of any substantial part of its property or the making by the Servicer of an assignment for the benefit of creditors or the failure by the Servicer generally to pay its debts as such debts become due or the taking of corporate action by the Servicer in furtherance of any of the foregoing; or

(f) Any representation, warranty or statement of the Servicer made in this Agreement or any certificate, report or other writing delivered pursuant hereto shall prove to be incorrect in any material respect as of the time when the same shall have been made, and the incorrectness of such representation, warranty or statement has a material adverse effect on the Trust or the Noteholders and, within 30 days after knowledge thereof by the Servicer or after written notice thereof shall have been given to the Servicer by the Trust Collateral Agent, the circumstances or condition in respect of which such representation, warranty or statement was incorrect shall not have been eliminated or otherwise cured.

SECTION 9.2. Consequences of a Servicer Termination Event. If a Servicer Termination Event shall occur and be continuing, the Trust Collateral Agent may, or at the direction of the Majority Noteholders shall, by notice given in writing to the Servicer (and to the Trust Collateral Agent if given by the Noteholders) terminate all of the rights and obligations of the Servicer under this Agreement. On or after the receipt by the Servicer of such written notice or upon termination of the term of the Servicer, all authority, power, obligations and responsibilities of the Servicer under this Agreement, whether with respect to the Notes, the Certificate or the Other Conveyed Property or otherwise, shall pass to, be vested in and become obligations and responsibilities of the successor Servicer appointed by the Majority Noteholders; provided, however, that the successor Servicer shall have no liability with respect to any obligation which was required to be performed by the terminated Servicer prior to the date that the successor Servicer becomes the Servicer or any claim of a third party based on any alleged action or inaction of the terminated Servicer. The successor Servicer is authorized and empowered by this Agreement to execute and deliver, on behalf of the terminated Servicer, as attorney-in-fact or otherwise, any and all documents and other instruments and to do or accomplish all other acts or things necessary or appropriate to effect the purposes of such notice of termination, whether to complete the transfer and endorsement of the Receivables and the Other Conveyed Property and related documents to show the Trust as lienholder or secured party on the related Lien Certificates, or otherwise. The terminated Servicer agrees to cooperate with the successor Servicer in effecting the termination of the responsibilities and rights of the terminated Servicer under this Agreement, including, without limitation, the transfer to the successor Servicer for administration by it of all cash amounts that shall at the time be held by the terminated Servicer for deposit, or have been deposited by the terminated Servicer, in the Collection Account or thereafter received with respect to the Receivables and the delivery to the successor Servicer of all Receivable Files, Monthly Records and Collection Records and a computer tape in readable form as of the most recent Business Day containing all information

 

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necessary to enable the successor Servicer to service the Receivables and the Other Conveyed Property. If requested by the Controlling Party (acting at the written direction of the Majority Noteholders), the successor Servicer shall terminate the Lockbox Agreements and direct the Obligors to make all payments under the Receivables directly to the successor Servicer (in which event the successor Servicer shall process such payments in accordance with Section 4.2(e)), or to a lockbox established by the successor Servicer at the direction of the Majority Noteholders, at the successor Servicer’s expense. The terminated Servicer shall grant the Trust Collateral Agent, the successor Servicer and the Majority Noteholders reasonable access to the terminated Servicer’s premises at the terminated Servicer’s expense.

SECTION 9.3. Appointment of Successor.

(a) On and after the time the Servicer receives a notice of termination pursuant to Section 9.2 or upon the resignation of the Servicer pursuant to Section 8.6, the Controlling Party (acting at the written direction of the Majority Noteholders) shall appoint an eligible servicer as successor Servicer or may petition a court of competent jurisdiction to appoint a Person that it determines is competent to perform the duties of the Servicer hereunder as successor Servicer. Pending appointment pursuant to the preceding sentence, the outgoing Servicer shall continue to act as Servicer until a successor has been appointed and accepted such appointment. Any successor Servicer shall be the successor in all respects to the Servicer in its capacity as servicer under this Agreement and the transactions set forth or provided for in this Agreement, and shall be subject to all the rights, responsibilities, restrictions, duties, liabilities and termination provisions relating thereto placed on the Servicer by the terms and provisions of this Agreement except as otherwise stated herein. The Trust Collateral Agent and such successor shall take such action, consistent with this Agreement, as shall be necessary to effectuate any such succession. If a successor Servicer is acting as Servicer hereunder, it shall be subject to termination under Section 9.2 upon the occurrence of any Servicer Termination Event applicable to it as Servicer. If no Person has accepted its appointment as successor Servicer when the predecessor Servicer ceases to act as Servicer in accordance with Section 9.2 or Section 8.6, the Trust Collateral Agent or other eligible successor servicer appointed by the Trust Collateral Agent and who has accepted such appointment, will, without further action, be automatically appointed the successor Servicer. Notwithstanding the above, if the Trust Collateral Agent is unwilling or legally unable to act as successor Servicer, it may appoint, or petition a court of competent jurisdiction to appoint, an institution whose business includes the servicing of motor vehicle receivables, as successor Servicer. The Trust Collateral Agent will be released from its duties and obligations as successor Servicer on the date that a new servicer agrees to appointment as successor Servicer hereunder.

(b) Any successor Servicer shall be entitled to such compensation (whether payable out of the Collection Account or otherwise) as the Servicer would have been entitled to under this Agreement if the Servicer had not resigned or been terminated hereunder or such additional compensation as the Majority Noteholders and such successor Servicer may agree on.

SECTION 9.4. Notification to Noteholders. Upon any termination of, or appointment of a successor to, the Servicer, the Trust Collateral Agent shall give prompt written notice thereof to each Noteholder and to the Seller (who shall promptly deliver such notice to the Rating Agencies).

 

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SECTION 9.5. Waiver of Past Defaults. The Majority Noteholders may, on behalf of all Noteholders, waive any default by the Servicer in the performance of its obligations hereunder and its consequences. Upon any such waiver of a past default, such default shall cease to exist, and any Servicer Termination Event arising therefrom shall be deemed to have been remedied for every purpose of this Agreement and the Basic Documents. No such waiver shall extend to any subsequent or other default or impair any right consequent thereto.

ARTICLE X

Termination

SECTION 10.1. Optional Purchase of All Receivables.

(a) Subject to Section 10.1(a) of the Indenture, on the last day of any Collection Period as of which the Pool Balance shall be less than or equal to 10% of the Original Pool Balance, the Servicer and the Seller each shall have the option to purchase the Owner Trust Estate, other than the Trust Accounts; provided, however, that the amount to be paid for such purchase (as set forth in the following sentence) shall be sufficient to pay the full amount of principal, and interest then due and payable on the Notes. To exercise such option, the Servicer or the Seller, as the case may be, shall deposit pursuant to Section 5.6 in the Collection Account an amount equal to the greater of (i) the amount necessary to pay the full amount of principal and interest then due and payable on the Notes and (ii) the aggregate Purchase Amount for the Receivables (including Liquidated Receivables), plus the appraised value of any other property held by the Trust, (such value to be determined by the Servicer, or if the Trust Collateral Agent has received written notice that there is a material error in the Servicer’s calculation, by an appraiser mutually agreed upon by the Servicer and the Trust Collateral Agent), and shall succeed to all interests in and to the Trust.

(b) Upon any sale of the assets of the Trust pursuant to Section 8.1 of the Trust Agreement, the Servicer shall instruct the Trust Collateral Agent to deposit the proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the “Insolvency Proceeds”) in the Collection Account.

(c) Notice of any termination of the Trust shall be given by the Servicer to the Owner Trustee, the Trustee, the Trust Collateral Agent and the Rating Agencies as soon as practicable after the Servicer has received notice thereof.

(d) Following the satisfaction and discharge of the Indenture and the payment in full of the principal of and interest on the Notes, the Certificateholder will succeed to the rights of the Noteholders hereunder and the Certificateholder will succeed to the rights of, and assume the obligations of, the Trust Collateral Agent pursuant to this Agreement.

 

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ARTICLE XI

Administrative Duties of the Servicer

SECTION 11.1. Administrative Duties.

(a) Duties with Respect to the Indenture. The Servicer shall perform all its duties and the duties of the Issuer under the Indenture. In addition, the Servicer shall consult with the Owner Trustee as the Servicer deems appropriate regarding the duties of the Issuer under the Indenture. The Servicer shall monitor the performance of the Issuer and shall advise the Owner Trustee when action is necessary to comply with the Issuer’s duties under the Indenture. The Servicer shall prepare for execution by the Issuer or shall cause the preparation by other appropriate Persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Servicer shall take all necessary action that is the duty of the Issuer to take pursuant to the Indenture, including, without limitation, pursuant to Sections 2.7, 3.5, 3.6, 3.7, 3.9, 3.10, 3.17, 5.1, 5.4, 6.9, 7.3, 8.2, 9.2, 9.3, 11.1 and 11.15 of the Indenture.

(b) Duties with Respect to the Issuer.

(i) In addition to the duties of the Servicer set forth in this Agreement or any of the Basic Documents, the Servicer shall perform such calculations and shall prepare for execution by the Issuer or the Owner Trustee or shall cause the preparation by other appropriate Persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to this Agreement or any of the Basic Documents or under state and federal tax and securities laws (including any filings required pursuant to the Sarbanes-Oxley Act of 2002 or any rule or regulation promulgated thereunder), and at the request of the Owner Trustee shall take all appropriate action that it is the duty of the Issuer to take pursuant to this Agreement or any of the Basic Documents, including, without limitation, pursuant to Sections 2.6 and 2.11 of the Trust Agreement. In accordance with the directions of the Issuer or the Owner Trustee, the Servicer shall administer, perform or supervise the performance of such other activities in connection with the Collateral (including the Basic Documents) as are not covered by any of the foregoing provisions and as are expressly requested by the Issuer or the Owner Trustee and are reasonably within the capability of the Servicer. The Servicer shall monitor the activities of the Issuer to ensure the Issuer’s compliance with Section 4.6 of the Trust Agreement and shall take all action necessary to ensure that the Issuer is operated in accordance with the provisions of such section.

(ii) Notwithstanding anything in this Agreement or any of the Basic Documents to the contrary, the Servicer shall be responsible for promptly notifying the Owner Trustee and the Trust Collateral Agent in the event that any withholding tax is imposed on the Issuer’s payments (or allocations of income) to a Holder (as defined in the Trust Agreement) as contemplated by this Agreement. Any such notice shall be in writing and specify the amount of any withholding tax required to be withheld by the Owner Trustee or the Trust Collateral Agent pursuant to such provision.

 

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(iii) Notwithstanding anything in this Agreement or the Basic Documents to the contrary, the Servicer shall be responsible for performance of the duties of the Issuer in accordance with Section 10.11 of the Trust Agreement with respect to, among other things, tax reporting and returns, accounting and reports to Holders (as defined in the Trust Agreement); provided, however, that once prepared by the Servicer, the Owner Trustee shall retain responsibility for the distribution of any necessary Schedule K-1s, as applicable, to enable the Certificateholder to prepare its federal and state income tax returns.

(iv) The Servicer shall perform the duties of the Servicer specified in Section 9.2 of the Trust Agreement required to be performed in connection with the resignation or removal of the Owner Trustee, the duties of the Servicer specified in Section 10.11 of the Trust Agreement, and any other duties expressly required to be performed by the Servicer under this Agreement or any of the Basic Documents.

(v) In carrying out the foregoing duties or any of its other obligations under this Agreement, the Servicer may enter into transactions with or otherwise deal with any of its Affiliates; provided, however, that the terms of any such transactions or dealings shall be in accordance with any directions received from the Issuer and shall be, in the Servicer’s opinion, no less favorable to the Issuer in any material respect.

(c) Tax Matters. The Servicer shall prepare and file, on behalf of the Seller, all tax returns, tax elections, financial statements and such annual or other reports attributable to the activities engaged in by the Issuer as are necessary for preparation of tax reports, including without limitation forms 1099. All tax returns will be signed by the Seller or the Servicer.

(d) Non-Ministerial Matters. With respect to matters that in the reasonable judgment of the Servicer are non-ministerial, the Servicer shall not take any action pursuant to this Article unless within a reasonable time before the taking of such action, the Servicer shall have notified the Owner Trustee and the Trustee of the proposed action and the Owner Trustee (acting at the direction of the Certificateholder) and, with respect to items (A), (B), (C) and (D) below, the Trustee shall not have withheld consent. For the purpose of the preceding sentence, “non-ministerial matters” shall include:

(A) the amendment of or any supplement to the Indenture;

(B) the initiation of any claim or lawsuit by the Issuer and the compromise of any action, claim or lawsuit brought by or against the Issuer (other than in connection with the collection of the Receivables);

(C) the amendment, change or modification of this Agreement or any of the Basic Documents;

(D) the appointment of successor Note Registrars, successor Paying Agents and successor Trustees pursuant to the Indenture or the appointment of successor Servicers or the consent to the assignment by the Note Registrar, Paying Agent or Trustee of its obligations under the Indenture; and

(E) the removal of the Trustee or the Trust Collateral Agent.

 

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(e) Exceptions. Notwithstanding anything to the contrary in this Agreement, except as expressly provided herein or in the other Basic Documents, the Servicer, in its capacity hereunder, shall not be obligated to, and shall not, (1) make any payments to the Noteholders or the Certificateholder under the Basic Documents, (2) sell the Trust Property pursuant to Section 5.5 of the Indenture, (3) take any other action that the Issuer directs the Servicer not to take on its behalf or (4) in connection with its duties hereunder assume any indemnification obligation of any other Person.

(f) No successor Servicer shall be responsible for any obligations or duties of the Servicer under this Section 11.1. Notwithstanding the foregoing or any other provision of this Agreement, AmeriCredit shall continue to perform the obligations of the Servicer under this Section 11.1.

SECTION 11.2. Records. The Servicer shall maintain appropriate books of account and records relating to services performed under this Agreement, which books of account and records shall be accessible for inspection by the Issuer at any time during normal business hours.

SECTION 11.3. Additional Information to be Furnished to the Issuer. The Servicer shall furnish to the Issuer from time to time such additional information regarding the Collateral as the Issuer shall reasonably request.

ARTICLE XII

Miscellaneous Provisions

SECTION 12.1. Amendment.

(a) This Agreement may be amended from time to time by the parties hereto, with the consent of the Trustee (which consent may not be unreasonably withheld) but without the consent of any of the Noteholders, to cure any ambiguity, to correct or supplement any provisions in this Agreement, to comply with any changes in the Code, or to make any other provisions with respect to matters or questions arising under this Agreement which shall not be inconsistent with the provisions of this Agreement; provided, however, that such action shall not, as evidenced by an Opinion of Counsel delivered to Owner Trustee and the Trustee, adversely affect in any material respect the interests of any Noteholder.

(b) This Agreement may also be amended from time to time by the parties hereto, with the consent of the Trustee, and with the consent of the Holders of Notes evidencing not less than a majority of the outstanding principal amount of the Notes for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Noteholders; provided, however, that no such amendment shall (a) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on Receivables or distributions that shall be required to be made for the benefit of the Noteholders or (b) reduce the aforesaid percentage of the outstanding principal amount of the Notes, the Holders of which are required to consent to any such amendment, without the consent of the Holders of all the outstanding Notes of each class affected thereby.

 

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Promptly after the execution of any such amendment or consent, the Trust Collateral Agent shall furnish written notification of the substance of such amendment or consent to each Noteholder and the Seller (who shall deliver such notification to the Rating Agencies).

It shall not be necessary for the consent of the Noteholders pursuant to this Section to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of Noteholders provided for in this Agreement) and of evidencing the authorization of any action by Noteholders shall be subject to such reasonable requirements as the Trustee or the Issuer, as applicable, may prescribe.

(c) Prior to the execution of any amendment to this Agreement, the Owner Trustee, the Trustee and the Trust Collateral Agent shall be entitled to receive and conclusively rely upon an Opinion of Counsel stating that the execution of such amendment is authorized or permitted by this Agreement and, with respect to any amendment to this Agreement pursuant to Section 12.1(b) hereof, the Opinion of Counsel referred to in Section 12.2(h)(1) has been delivered. The Owner Trustee, the Trust Collateral Agent and the Trustee may, but shall not be obligated to, enter into any such amendment which affects the Issuer’s, the Owner Trustee’s, the Trust Collateral Agent’s or the Trustee’s, as applicable, own rights, duties or immunities under this Agreement or otherwise.

SECTION 12.2. Protection of Title to Trust.

(a) The Seller shall execute and file such financing statements and cause to be executed and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of the Issuer and the interests of the Trust Collateral Agent in the Receivables and in the proceeds thereof. The Seller shall deliver (or cause to be delivered) to the Owner Trustee and the Trust Collateral Agent file-stamped copies of, or filing receipts for, any document filed as provided above, as soon as available following such filing.

(b) Neither the Seller nor the Servicer shall change its name, identity or corporate structure in any manner that would, could or might make any financing statement or continuation statement filed in accordance with paragraph (a) above seriously misleading within the meaning of 9-506 of the UCC, unless it shall have given the Owner Trustee, the Trust Collateral Agent and the Trustee at least five days’ prior written notice thereof and shall have promptly filed appropriate amendments to all previously filed financing statements or continuation statements. Promptly upon such filing, the Seller or the Servicer, as the case may be, shall deliver an Opinion of Counsel in form and substance reasonably satisfactory to the Trust Collateral Agent, stating either (A) all financing statements and continuation statements have been executed and filed that are necessary fully to preserve and protect the interest of the Trust and the Trust Collateral Agent in the Receivables, and reciting the details of such filings or referring to prior Opinions of Counsel in which such details are given, or (B) no such action shall be necessary to preserve and protect such interest.

 

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(c) Each of the Seller and the Servicer shall have an obligation to give the Owner Trustee, the Trust Collateral Agent and the Trustee at least 60 days’ prior written notice of any relocation of its principal executive office or jurisdiction of organization if, as a result of such relocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and shall promptly file any such amendment or new financing statement. The Servicer shall at all times maintain (i) each office from which it shall service Receivables within the United States of America or Canada, and (ii) its principal executive office within the United States of America.

(d) The Servicer shall maintain accounts and records as to each Receivable accurately and in sufficient detail to permit (i) the reader thereof to know at any time the status of such Receivable, including payments and recoveries made and payments owing (and the nature of each) and (ii) reconciliation between payments or recoveries on (or with respect to) each Receivable and the amounts from time to time deposited in the Collection Account in respect of such Receivable.

(e) The Servicer shall maintain its computer systems so that, from and after the time of sale under this Agreement of the Receivables to the Issuer, the Servicer’s master computer records (including any backup archives) that refer to a Receivable shall indicate clearly the interest of the Trust in such Receivable and that such Receivable is owned by the Trust. Indication of the Trust’s interest in a Receivable shall be deleted from or modified on the Servicer’s computer systems when, and only when, the related Receivable shall have been paid in full or repurchased or sold pursuant to this Agreement.

(f) If at any time the Seller or the Servicer shall propose to sell, grant a security interest in or otherwise transfer any interest in automotive receivables to any prospective purchaser, lender or other transferee, the Servicer shall give to such prospective purchaser, lender or other transferee computer tapes, records or printouts (including any restored from backup archives) that, if they shall refer in any manner whatsoever to any Receivable, shall indicate clearly that such Receivable has been sold and is owned by the Trust.

(g) Upon request, the Servicer shall furnish to the Owner Trustee or to the Trustee, within five Business Days, a list of all Receivables (by contract number and name of Obligor) then held as part of the Trust, together with a reconciliation of such list to the Schedule of Receivables and to each of the Servicer’s Certificates furnished before such request indicating removal of Receivables from the Trust.

(h) The Servicer shall deliver to the Owner Trustee and the Trustee:

(1) promptly after the execution and delivery of the Agreement and, if required pursuant to Section 12.1, of each amendment, an Opinion of Counsel stating that, in the opinion of such Counsel, either (A) all financing statements and continuation statements have been executed and filed that are necessary fully to preserve and protect the interest of the Trust and the Trust Collateral Agent in the Receivables, and reciting the details of such filings or referring to prior Opinions of Counsel in which such details are given, or (B) no such action shall be necessary to preserve and protect such interest; and

 

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(2) within 120 days after the beginning of each calendar year, beginning with the first calendar year beginning more than six months after the Closing Date, an Opinion of Counsel, dated as of a date during such 120-day period, stating that, in the opinion of such counsel, either (A) all financing statements and continuation statements have been executed and filed that are necessary fully to preserve and protect the interest of the Trust and the Trust Collateral Agent in the Receivables, and reciting the details of such filings or referring to prior Opinions of Counsel in which such details are given, or (B) no such action shall be necessary to preserve and protect such interest.

Each Opinion of Counsel referred to in clause (1) or (2) above shall specify any action necessary (as of the date of such opinion) to be taken in the following year to preserve and protect such interest.

SECTION 12.3. Notices.

(a) All demands, notices and communications upon or to the Seller, the Servicer, the Owner Trustee, the Trustee or the Rating Agencies (upon whom any demands, notices or communications shall be provided only by the Seller or the Servicer) under this Agreement shall be in writing, personally delivered, electronically delivered, mailed by certified mail, return receipt requested, federal express or similar overnight courier service, and shall be deemed to have been duly given upon receipt (i) in the case of the Seller, to AFS SenSub Corp., 2265 B Renaissance Drive, Suite 17, Las Vegas, Nevada 89119, Attention: Chief Financial Officer, with a copy to AFS SenSub Corp., c/o AmeriCredit Financial Services, Inc., 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102, Attention: Chief Financial Officer, (ii) in the case of the Servicer, to AmeriCredit Financial Services, Inc., 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102, Attention: Chief Financial Officer, (iii) in the case of the Issuer or the Owner Trustee, at the Corporate Trust Office of the Owner Trustee, (iv) in the case of the Trustee or the Trust Collateral Agent, at the applicable Corporate Trust Office of the Trustee and the Trust Collateral, (v) in the case of DBRS, to DBRS, Inc., 140 Broadway, 35th floor, New York, New York, 10005, Attention: ABS Surveillance, or via electronic delivery to ABS_Surveillance@dbrs.com, and (vi) in the case of Moody’s, to Moody’s Investors Service, Inc., 7 World Trade Center at 250 Greenwich Street, Asset Finance Group, 24th floor, New York, New York 10007. Any notice required or permitted to be mailed to a Noteholder shall be given by first class mail, postage prepaid, at the address of such Holder as shown in the Note Register. Any notice so mailed within the time prescribed in the Agreement shall be conclusively presumed to have been duly given, whether or not the Noteholder shall receive such notice. Where this Agreement provides for notice or delivery of documents to the Rating Agencies, failure to give such notice or deliver such documents shall not affect any other rights or obligations created hereunder.

(b) If AmeriCredit is no longer the Servicer, any successor Servicer shall provide any required Rating Agency notices to the Seller, who shall promptly provide such notice to the Rating Agencies.

SECTION 12.4. Assignment. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and permitted assigns. Notwithstanding anything to the contrary contained herein, except as provided in Sections 7.4

 

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and 8.3 and as provided in the provisions of this Agreement concerning the resignation of the Servicer, this Agreement may not be assigned by the Seller or the Servicer without the prior written consent of the Owner Trustee, the Trust Collateral Agent, the Trustee and the Majority Noteholders.

SECTION 12.5. Limitations on Rights of Others. The provisions of this Agreement are solely for the benefit of the parties hereto, the Trustee, the Owner Trustee and the Noteholders, as third-party beneficiaries. Nothing in this Agreement, whether express or implied, shall be construed to give to any other Person any legal or equitable right, remedy or claim in the Owner Trust Estate or under or in respect of this Agreement or any covenants, conditions or provisions contained herein.

SECTION 12.6. Severability. Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

SECTION 12.7. Separate Counterparts. This Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original regardless of whether delivered in physical or electronic form, but all such counterparts shall together constitute but one and the same instrument.

SECTION 12.8. Headings. The headings of the various Articles and Sections herein are for convenience of reference only and shall not define or limit any of the terms or provisions hereof.

SECTION 12.9. Governing Law. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH, AND THIS AGREEMENT AND ALL MATTERS ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT SHALL BE GOVERNED BY, THE LAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW).

SECTION 12.10. Assignment to Trust Collateral Agent. The Seller hereby acknowledges and consents to any mortgage, pledge, assignment and grant of a security interest by the Issuer to the Trust Collateral Agent pursuant to the Indenture for the benefit of the Noteholders of all right, title and interest of the Issuer in, to and under the Receivables listed in Schedule A hereto and/or the assignment of any or all of the Issuer’s rights and obligations hereunder to the Trust Collateral Agent.

SECTION 12.11. Nonpetition Covenants.

(a) Notwithstanding any prior termination of this Agreement, the Servicer and the Seller shall not, prior to the date which is one year and one day after the termination of this Agreement with respect to the Issuer, acquiesce, petition or otherwise invoke or cause the Issuer to invoke the process of any court or government authority for the purpose of commencing or sustaining a case against the Issuer under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Issuer or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Issuer.

 

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(b) Notwithstanding any prior termination of this Agreement, the Servicer shall not, prior to the date that is one year and one day after the termination of this Agreement with respect to the Seller, acquiesce to, petition or otherwise invoke or cause the Seller to invoke the process of any court or government authority for the purpose of commencing or sustaining a case against the Seller under any federal or state bankruptcy, insolvency or similar law, appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator, or other similar official of the Seller or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Seller.

SECTION 12.12. Limitation of Liability of Owner Trustee and Trust Collateral Agent

(a) It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Wilmington Trust Company, not individually or personally but solely as trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, (b) each of the representations, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, undertakings and agreements by Wilmington Trust Company but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust Company, individually or personally, to perform any covenant either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto, (d) Wilmington Trust Company has made no investigation as to the accuracy or completeness of any representations or warranties made by the Issuer in this Agreement and (e) under no circumstances shall Wilmington Trust Company be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Agreement or any other related documents.

(b) Notwithstanding anything contained herein to the contrary, this Agreement has been executed and delivered by The Bank of New York Mellon, not in its individual capacity but solely as Trust Collateral Agent and in no event shall The Bank of New York Mellon have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer.

(c) In no event shall The Bank of New York Mellon, in any of its capacities hereunder, be deemed to have assumed any duties of the Owner Trustee under the Delaware Statutory Trust Statute, common law, or the Trust Agreement or of the Servicer hereunder (unless it is acting as successor Servicer hereunder or is recording, registering, filing, re-recording, re-filing, or re-registering any financing statement, continuation statement or other instrument required by the Trust Collateral Agent pursuant to Section 3.5 of the Indenture or is taking any action to perfect or re-perfect the security interests in the financed vehicles pursuant to Section 4.5(b) hereof).

 

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(d) The Trustee and the Trust Collateral Agent have the same rights, protections and immunities hereunder as they have under the Indenture as if such rights, protections and immunities were expressly set forth herein mutatis mutandis.

SECTION 12.13. Trust Collateral Agent to Report Repurchase Demands due to Breaches of Representations and Warranties. The Trust Collateral Agent will (i) notify the Servicer, AmeriCredit and the Seller, as soon as practicable and in any event within five Business Days and in the manner set forth for providing notices hereunder, of all demands or requests communicated (in writing or orally) to the Trustee or the Trust Collateral Agent for the repurchase of any Receivable pursuant to Section 5.1 of the Purchase Agreement or Section 3.2 hereof, (ii) promptly upon request by the Servicer, AmeriCredit or the Seller, provide to them any other information reasonably requested to facilitate compliance by them with Rule 15Ga-1 under the Exchange Act and Items 1104(e) and 1121(c) of Regulation AB, and (iii) if requested by the Servicer, AmeriCredit or the Seller, provide a written certification no later than fifteen days following any calendar quarter or calendar year that The Bank of New York Mellon has not received any repurchase demands for such period, or if repurchase demands have been received during such period, that the Trust Collateral Agent has provided all the information reasonably requested under clause (ii) above with respect to such demands. In no event will the Trust Collateral Agent or the Issuer have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB.

SECTION 12.14. Independence of the Servicer. For all purposes of this Agreement, the Servicer shall be an independent contractor and shall not be subject to the supervision of the Issuer, the Trust Collateral Agent, the Trustee or the Owner Trustee with respect to the manner in which it accomplishes the performance of its obligations hereunder. Unless expressly authorized by this Agreement or any other Basic Document, the Servicer shall have no authority to act for or represent the Issuer or the Owner Trustee in any way and shall not otherwise be deemed an agent of the Issuer or the Owner Trustee.

SECTION 12.15. No Joint Venture. Nothing contained in this Agreement (i) shall constitute the Servicer and any of the Issuer, the Trustee, the Trust Collateral Agent or the Owner Trustee as members of any partnership, joint venture, association, syndicate, unincorporated business or other separate entity, (ii) shall be construed to impose any liability as such on any of them or (iii) shall be deemed to confer on any of them any express, implied or apparent authority to incur any obligation or liability on behalf of the others.

SECTION 12.16. State Business Licenses. The Servicer or the Certificateholder shall prepare and instruct the Trust to file each state business license (and any renewal thereof) required to be filed under applicable state law without further consent or instruction from the Instructing Party (as defined in the Trust Agreement), including a Sales Finance Company Application (and any renewal thereof) with the Pennsylvania Department of Banking, Licensing Division, and a Financial Regulation Application (and any renewal thereof) with the Maryland Department of Labor, Licensing and Regulation.

 

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SECTION 12.17. Submission to Jurisdiction; Waiver of Jury Trial. Each of the parties hereto hereby irrevocably and unconditionally:

(a) submits for itself and its property in any legal action relating to this Agreement, the Basic Documents or any other documents executed and delivered in connection herewith, or for recognition and enforcement of any judgment in respect thereof, to the nonexclusive general jurisdiction of the courts of the State of New York, the courts of the United States of America for the Southern District of New York and appellate courts from any thereof;

(b) consents that any such action may be brought in such courts and waives any objection that it may now or hereafter have to the venue of such action in any such court or that such action was brought in an inconvenient court and agrees not to plead or claim the same; and

(c) waives, to the fullest extent permitted by law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement, the Basic Documents or the transactions contemplated hereby.

[Remainder of Page Intentionally Left Blank]

 

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and delivered by their respective duly authorized officers as of the day and the year first above written.

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-1
By: WILMINGTON TRUST COMPANY, not in its individual capacity but solely as Owner Trustee on behalf of the Trust.
By:  

 

Name:  
Title:  
AFS SENSUB CORP.,
Seller,
By:  

 

Name:  
Title:  

AMERICREDIT FINANCIAL SERVICES, INC.,

Servicer,

By:  

 

Name:  
Title:  
THE BANK OF NEW YORK MELLON,not in its individual capacity but solely as Trust Collateral Agent
By:  

 

Name:  
Title:  

[Sale and Servicing Agreement]


SCHEDULE A

SCHEDULE OF RECEIVABLES

[On file with AmeriCredit, the Trustee and Katten Muchin Rosenman LLP]

 

SCH-A-1


Loan
Number
  Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
    Loan
Number
 
443325857     455019588        454975749        454935404        454897356        454857293        454819384        454781444        454745894        454711409        454677253        454642653        454608027        454572975        454539651        454505918        454471962        454437864        454405721        454372491   
443323738     455019612        454975756        454935412        454897364        454857343        454819178        454781451        454745696        454711417        454677261        454642455        454608035        454572983        454539669        454505926        454471970        454437872        454405515        454372509   
443322540     455019646        454975772        454935420        454897372        454857350        454819186        454781469        454745704        454711425        454677279        454642471        454608043        454572991        454539677        454505934        454471988        454437880        454405523        454372525   
443322615     455019653        454975574        454935446        454897380        454857376        454819194        454781279        454745712        454711433        454677063        454642489        454608050        454573007        454539461        454505959        454471996        454437898        454405531        454372541   
443330329     455019430        454975590        454935453        454897398        454857160        454819202        454781287        454745720        454711235        454677089        454642497        454607854        454573015        454539479        454505967        454472010        454437906        454405549        454372558   
443329693     455019448        454975616        454935461        454897208        454857178        454819210        454781311        454745738        454711243        454677097        454642505        454607862        454572827        454539487        454505975        454472028        454437914        454405556        454372566   
443327549     455019471        454975624        454935479        454897216        454857194        454819228        454781337        454745746        454711250        454677105        454642513        454607870        454572850        454539503        454505983        454472036        454437922        454405564        454372582   
443326244     455019513        454975632        454935487        454897224        454857202        454819244        454781345        454745761        454711268        454677121        454642521        454607912        454572876        454539511        454505991        454472044        454437948        454405572        454372590   
443321567     455019521        454975640        454935271        454897232        454857210        454819251        454781352        454745779        454711276        454677139        454642539        454607920        454572884        454539529        454505793        454472051        454437955        454405598        454372384   
443321039     455019349        454975657        454935289        454897240        454857244        454819269        454781360        454745787        454711284        454677147        454642349        454607946        454572892        454539537        454505819        454471822        454437963        454405614        454372392   
443317037     455019414        454975665        454935297        454897257        454857269        454819277        454781378        454745795        454711292        454677154        454642356        454607730        454572900        454539545        454505835        454471830        454437757        454405408        454372400   
443316799     455019216        454975467        454935305        454897265        454857053        454819061        454781386        454745589        454711300        454677162        454642364        454607748        454572918        454539552        454505843        454471848        454437765        454405416        454372426   
443316005     455019232        454975475        454935313        454897273        454857061        454819079        454781162        454745605        454711326        454676974        454642380        454607771        454572710        454539560        454505850        454471855        454437781        454405424        454372434   
443314869     455019281        454975483        454935321        454897281        454857079        454819087        454781170        454745613        454711128        454676982        454642398        454607789        454572736        454539354        454505884        454471863        454437799        454405457        454372442   
443313036     455019299        454975491        454935339        454897075        454857087        454819095        454781188        454745639        454711136        454676990        454642422        454607797        454572777        454539362        454505892        454471897        454437807        454405465        454372459   
443313234     455019315        454975509        454935347        454897083        454857095        454819103        454781196        454745647        454711144        454677006        454642430        454607813        454572793        454539370        454505686        454471905        454437815        454405473        454372467   
443312558     455019109        454975525        454935354        454897109        454857103        454819111        454781204        454745654        454711151        454677014        454642224        454607839        454572819        454539396        454505694        454471921        454437831        454405499        454372475   
443312905     455019141        454975533        454935362        454897117        454857111        454819129        454781212        454745662        454711169        454677030        454642232        454607623        454572603        454539404        454505710        454471939        454437849        454405507        454372483   
443312137     455019158        454975558        454935164        454897125        454857137        454819137        454781220        454745688        454711177        454677048        454642257        454607631        454572629        454539412        454505736        454471715        454437641        454405291        454372285   
443311394     455019174        454975566        454935172        454897133        454857145        454819145        454781246        454745472        454711185        454676859        454642265        454607649        454572637        454539420        454505744        454471723        454437658        454405309        454372293   
443309562     455019182        454975350        454935198        454897141        454857152        454819152        454781253        454745480        454711193        454676867        454642273        454607672        454572645        454539438        454505751        454471731        454437666        454405317        454372301   
443308051     455018994        454975368        454935206        454897166        454856949        454819160        454781055        454745498        454711201        454676875        454642281        454607698        454572652        454539446        454505769        454471749        454437674        454405325        454372335   
443308242     455019026        454975384        454935214        454897174        454856964        454818964        454781063        454745506        454711003        454676883        454642299        454607722        454572660        454539453        454505777        454471756        454437682        454405333        454372343   
443307756     455019042        454975392        454935222        454896978        454856980        454818972        454781071        454745530        454711011        454676891        454642307        454607532        454572694        454539230        454505785        454471764        454437690        454405341        454372368   
443307897     455019059        454975400        454935230        454897000        454856998        454818980        454781089        454745555        454711029        454676909        454642323        454607540        454572496        454539248        454505579        454471772        454437708        454405366        454372376   
443307210     455019067        454975418        454935248        454897026        454857004        454818998        454781097        454745563        454711052        454676917        454642117        454607565        454572504        454539271        454505587        454471780        454437716        454405374        454372160   
443305917     455019075        454975426        454935065        454897034        454857020        454819012        454781113        454745571        454711060        454676925        454642125        454607599        454572512        454539289        454505595        454471798        454437724        454405382        454372178   
443305446     455019091        454975434        454935073        454897042        454857038        454819020        454781121        454745357        454711078        454676933        454642133        454607607        454572520        454539297        454505603        454471814        454437732        454405390        454372186   
443303797     455018903        454975442        454935099        454896861        454857046        454819038        454781139        454745365        454711086        454676941        454642141        454607615        454572538        454539305        454505629        454471616        454437740        454405184        454372202   
443302013     455018929        454975459        454935107        454896879        454856832        454819053        454781147        454745373        454711094        454676776        454642158        454607417        454572546        454539321        454505637        454471624        454437526        454405192        454372228   
443301882     455018986        454975244        454935115        454896887        454856840        454818840        454780958        454745381        454711102        454676784        454642166        454607425        454572553        454539339        454505652        454471632        454437534        454405200        454372244   
443301072     455018796        454975251        454935123        454896903        454856857        454818857        454780966        454745399        454710906        454676792        454642174        454607433        454572561        454539347        454505462        454471640        454437542        454405218        454372251   
443301114     455018804        454975269        454935131        454896911        454856865        454818865        454780990        454745407        454710914        454676800        454642190        454607441        454572587        454539131        454505470        454471657        454437559        454405226        454372269   
443299979     455018838        454975277        454935149        454896929        454856873        454818873        454781006        454745415        454710922        454676826        454642208        454607458        454572363        454539149        454505488        454471665        454437567        454405234        454372053   
443297551     455018853        454975285        454935156        454896937        454856899        454818881        454781014        454745423        454710948        454676834        454642018        454607466        454572371        454539156        454505496        454471673        454437575        454405275        454372061   
443297049     455018879        454975293        454934944        454896945        454856907        454818899        454781048        454745431        454710955        454676628        454642026        454607474        454572389        454539164        454505504        454471681        454437609        454405283        454372087   
443297056     455018697        454975335        454934951        454896952        454856915        454818915        454780834        454745449        454710963        454676636        454642042        454607482        454572397        454539180        454505512        454471707        454437633        454405077        454372095   
443295993     455018713        454975343        454934969        454896960        454856923        454818923        454780842        454745456        454710971        454676669        454642059        454607490        454572405        454539206        454505520        454471517        454437419        454405085        454372103   
443294830     455018721        454975137        454934977        454896747        454856725        454818931        454780859        454745241        454710989        454676677        454642067        454607516        454572413        454539214        454505546        454471533        454437427        454405093        454372111   
443293881     455018747        454975145        454934985        454896754        454856733        454818949        454780867        454745258        454710997        454676685        454642083        454607318        454572421        454539222        454505553        454471541        454437435        454405119        454372129   
443293469     455018754        454975152        454934993        454896770        454856758        454818733        454780875        454745266        454710781        454676701        454641903        454607326        454572439        454539008        454505561        454471558        454437443        454405127        454372137   
443290077     455018556        454975160        454935016        454896788        454856766        454818741        454780891        454745274        454710799        454676719        454641929        454607334        454572447        454539024        454505330        454471566        454437468        454405135        454372145   
443289178     455018564        454975178        454935040        454896796        454856774        454818758        454780909        454745282        454710807        454676727        454641937        454607342        454572454        454539032        454505348        454471574        454437492        454405143        454372152   
443288691     455018622        454975186        454934829        454896804        454856782        454818766        454780917        454745290        454710815        454676511        454641952        454607359        454572264        454539040        454505363        454471582        454437500        454405150        454371949   
443284633     455018648        454975194        454934845        454896812        454856790        454818790        454780719        454745308        454710831        454676529        454641960        454607367        454572280        454539057        454505389        454471590        454437518        454405168        454371956   
443281035     455018655        454975202        454934852        454896820        454856824        454818808        454780727        454745316        454710849        454676545        454641978        454607375        454572298        454539065        454505405        454471608        454437294        454404963        454371980   
443281043     455018457        454975210        454934860        454896838        454856618        454818816        454780735        454745324        454710856        454676552        454641986        454607383        454572314        454539073        454505413        454471392        454437310        454404971        454371998   
443280441     455018473        454975228        454934878        454896846        454856626        454818824        454780743        454745332        454710864        454676560        454641994        454607391        454572322        454539099        454505421        454471400        454437328        454404989        454372012   
443280771     455018499        454975236        454934886        454896622        454856634        454818832        454780750        454745340        454710880        454676586        454641796        454607193        454572330        454539115        454505439        454471418        454437336        454405002        454372020   
443280268     455018531        454975020        454934910        454896655        454856642        454818642        454780768        454745134        454710674        454676594        454641804        454607201        454572355        454538901        454505454        454471426        454437344        454405010        454372038   
443280318     455018549        454975038        454934928        454896671        454856659        454818659        454780792        454745142        454710682        454676602        454641812        454607219        454572157        454538919        454505223        454471434        454437351        454405028        454372046   
443278759     455018341        454975053        454934936        454896689        454856675        454818667        454780818        454745159        454710708        454676610        454641820        454607227        454572199        454538927        454505231        454471459        454437369        454405036        454371832   
443276217     455018382        454975061        454934738        454896705        454856683        454818675        454780602        454745167        454710716        454676404        454641838        454607235        454572207        454538943        454505249        454471467        454437377        454405044        454371840   
443275318     455018416        454975079        454934746        454896713        454856691        454818683        454780610        454745175        454710724        454676412        454641846        454607243        454572223        454538950        454505272        454471483        454437385        454405051        454371857   
443273297     455018234        454975087        454934753        454896515        454856717        454818691        454780628        454745183        454710732        454676420        454641853        454607250        454572231        454538968        454505280        454471285        454437401        454405069        454371865   
443273594     455018242        454975095        454934761        454896523        454856493        454818709        454780636        454745191        454710740        454676438        454641879        454607268        454572256        454538976        454505298        454471293        454437187        454404872        454371881   
443272521     455018259        454975103        454934779        454896549        454856501        454818717        454780644        454745209        454710757        454676446        454641887        454607276        454572058        454538984        454505306        454471301        454437195        454404880        454371899   
443270525     455018283        454975111        454934787        454896556        454856527        454818725        454780677        454745217        454710765        454676479        454641689        454607284        454572066        454538992        454505314        454471327        454437203        454404898        454371915   
443270673     455018317        454975129        454934795        454896564        454856543        454818527        454780693        454745225        454710567        454676503        454641697        454607292        454572074        454538786        454505322        454471335        454437237        454404906        454371923   
443269519     455018333        454974916        454934803        454896572        454856568        454818535        454780495        454745233        454710575        454676289        454641721        454607078        454572090        454538794        454505124        454471343        454437245        454404914        454371931   
443269352     455018150        454974924        454934597        454896598        454856576        454818543        454780503        454745027        454710591        454676305        454641747        454607086        454572108        454538802        454505132        454471350        454437252        454404922        454371725   
443268669     455018168        454974973        454934605        454896606        454856592        454818550        454780511        454745043        454710609        454676313        454641754        454607110        454572116        454538810        454505140        454471368        454437260        454404948        454371733   
443268743     455018192        454974981        454934621        454896614        454856600        454818618        454780529        454745050        454710617        454676321        454641770        454607136        454572124        454538828        454505157        454471376        454437278        454404955        454371741   
443267901     455018200        454974999        454934647        454896416        454856394        454818428        454780537        454745068        454710625        454676347        454641564        454607177        454571936        454538836        454505165        454471384        454437286        454404757        454371758   
443265731     455018226        454975004        454934654        454896424        454856402        454818436        454780545        454745076        454710633        454676354        454641572        454607185        454571944        454538851        454505173        454471178        454437070        454404765        454371766   
443265699     455018010        454975012        454934662        454896432        454856428        454818444        454780552        454745084        454710641        454676370        454641614        454606963        454571951        454538869        454505199        454471186        454437088        454404773        454371774   
443264627     455018069        454974809        454934670        454896457        454856436        454818451        454780560        454745092        454710658        454676388        454641622        454606971        454571969        454538877        454505215        454471202        454437104        454404831        454371782   
443262514     455018093        454974817        454934688        454896473        454856444        454818485        454780578        454745100        454710666        454676164        454641630        454606989        454571985        454538893        454505009        454471210        454437112        454404633        454371790   
443261912     455018119        454974825        454934696        454896481        454856451        454818493        454780388        454745118        454710476        454676172        454641655        454606997        454571993        454538679        454505017        454471228        454437120        454404641        454371824   
443261540     455017913        454974833        454934480        454896499        454856477        454818311        454780396        454745126        454710484        454676180        454641663        454607003        454572017        454538695        454505025        454471236        454437138        454404658        454371600   
443260419     455017921        454974841        454934506        454896507        454856485        454818329        454780404        454744913        454710492        454676230        454641457        454607011        454572041        454538703        454505033        454471244        454437153        454404674        454371618   
443259833     455017947        454974858        454934514        454896291        454856279        454818345        454780412        454744921        454710518        454676248        454641465        454607029        454571837        454538711        454505041        454471251        454437161        454404682        454371626   
443259080     455017954        454974866        454934522        454896317        454856295        454818360        454780420        454744939        454710534        454676255        454641473        454607045        454571845        454538729        454505058        454471269        454437179        454404690        454371634   


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443257480     455017970        454974874        454934548        454896325        454856303        454818378        454780438        454744947        454710542        454676271        454641481        454607052        454571860        454538737        454505066        454471277        454436965        454404716        454371642   
443256912     455017988        454974890        454934555        454896341        454856311        454818386        454780446        454744954        454710559        454676057        454641507        454606856        454571878        454538745        454505082        454471061        454436981        454404724        454371659   
443255732     455017996        454974908        454934563        454896358        454856329        454818394        454780453        454744962        454710344        454676065        454641515        454606872        454571886        454538760        454505108        454471079        454436999        454404732        454371683   
443255849     455018002        454974692        454934571        454896366        454856337        454818402        454780479        454744970        454710369        454676081        454641523        454606898        454571902        454538778        454504895        454471087        454437005        454404534        454371691   
443255500     455017798        454974700        454934589        454896374        454856345        454818204        454780487        454744988        454710393        454676099        454641531        454606906        454571910        454538562        454504903        454471111        454437013        454404542        454371709   
443254362     455017806        454974718        454934381        454896382        454856352        454818212        454780271        454744996        454710401        454676107        454641549        454606914        454571720        454538588        454504911        454471129        454437021        454404559        454371485   
443252176     455017814        454974734        454934415        454896390        454856360        454818238        454780289        454745001        454710427        454676115        454641556        454606930        454571738        454538596        454504929        454471137        454437039        454404567        454371493   
443251186     455017863        454974759        454934423        454896184        454856378        454818246        454780297        454745019        454710435        454676123        454641358        454606948        454571746        454538604        454504937        454471145        454437047        454404575        454371501   
443250006     455017889        454974767        454934431        454896192        454856162        454818279        454780305        454744806        454710237        454676149        454641366        454606955        454571779        454538620        454504952        454471152        454437054        454404609        454371519   
443250311     455017707        454974783        454934449        454896200        454856170        454818287        454780313        454744814        454710252        454676156        454641374        454606740        454571795        454538638        454504978        454470998        454437062        454404625        454371535   
443247648     455017715        454974791        454934266        454896226        454856188        454818295        454780321        454744822        454710260        454675950        454641382        454606765        454571803        454538661        454504986        454471004        454436858        454404401        454371550   
443247838     455017749        454974585        454934274        454896234        454856196        454818089        454780354        454744830        454710278        454675968        454641408        454606823        454571811        454538448        454504994        454471012        454436866        454404419        454371568   
443247051     455017756        454974593        454934282        454896242        454856204        454818097        454780362        454744848        454710286        454675976        454641416        454606831        454571829        454538455        454504788        454471038        454436882        454404427        454371576   
443246178     455017780        454974601        454934290        454896283        454856212        454818105        454780370        454744855        454710294        454675992        454641424        454606849        454571613        454538463        454504812        454471046        454436890        454404435        454371584   
443245709     455017582        454974619        454934308        454896077        454856220        454818113        454780156        454744863        454710302        454676016        454641432        454606625        454571621        454538489        454504820        454471053        454436924        454404443        454371592   
443243043     455017590        454974627        454934324        454896085        454856246        454818121        454780172        454744871        454710328        454676032        454641440        454606633        454571639        454538497        454504838        454470857        454436932        454404450        454371386   
443242862     455017608        454974635        454934332        454896093        454856261        454818147        454780180        454744889        454710336        454676040        454641226        454606641        454571647        454538513        454504846        454470865        454436940        454404468        454371402   
443242656     455017616        454974643        454934340        454896119        454856063        454818154        454780198        454744897        454710112        454675836        454641234        454606658        454571662        454538547        454504861        454470899        454436742        454404476        454371410   
443242029     455017632        454974650        454934365        454896127        454856089        454818162        454780206        454744905        454710120        454675851        454641242        454606666        454571670        454538554        454504879        454470907        454436759        454404484        454371428   
443237763     455017665        454974676        454934159        454896150        454856097        454817966        454780214        454744699        454710146        454675869        454641259        454606674        454571688        454538349        454504887        454470923        454436767        454404492        454371436   
443237409     455017673        454974684        454934191        454896168        454856105        454817974        454780222        454744707        454710153        454675877        454641267        454606682        454571696        454538356        454504671        454470931        454436775        454404500        454371444   
443237508     455017467        454974494        454934209        454896176        454856113        454817982        454780230        454744723        454710179        454675893        454641275        454606690        454571704        454538364        454504697        454470949        454436783        454404302        454371451   
443235148     455017475        454974528        454934217        454895962        454855966        454817990        454780248        454744731        454710187        454675919        454641309        454606708        454571514        454538372        454504705        454470725        454436791        454404328        454371469   
443232947     455017491        454974536        454934225        454895970        454855974        454818006        454780255        454744756        454710203        454675711        454641325        454606724        454571522        454538380        454504713        454470733        454436817        454404344        454371477   
443232954     455017509        454974544        454934241        454895988        454855982        454818014        454780263        454744764        454710211        454675737        454641333        454606526        454571530        454538414        454504721        454470741        454436833        454404351        454371261   
443232376     455017533        454974551        454934258        454895996        454855990        454818022        454780040        454744772        454710229        454675745        454641119        454606542        454571548        454538422        454504739        454470758        454436841        454404377        454371279   
443231766     455017541        454974577        454934043        454896002        454856006        454818030        454780057        454744780        454710039        454675752        454641127        454606559        454571563        454538430        454504747        454470774        454436635        454404385        454371295   
443226386     455017350        454974353        454934050        454896028        454856014        454818048        454780065        454744798        454710047        454675760        454641143        454606567        454571589        454538232        454504754        454470782        454436643        454404393        454371303   
443225230     455017384        454974361        454934068        454896044        454856022        454818055        454780073        454744582        454710054        454675786        454641150        454606575        454571597        454538240        454504762        454470790        454436668        454404187        454371311   
443224340     455017392        454974379        454934084        454896051        454856030        454818063        454780081        454744590        454710062        454675794        454641168        454606583        454571605        454538257        454504770        454470808        454436676        454404211        454371329   
443222823     455017426        454974387        454934092        454895855        454856048        454817883        454780099        454744608        454710070        454675802        454641176        454606591        454571399        454538265        454504564        454470816        454436700        454404237        454371337   
443222484     455017244        454974395        454934100        454895863        454855834        454817909        454780107        454744616        454710088        454675810        454641184        454606617        454571407        454538273        454504580        454470832        454436718        454404245        454371345   
443221262     455017269        454974411        454934134        454895871        454855842        454817925        454780115        454744624        454709890        454675604        454641192        454606419        454571415        454538117        454504598        454470600        454436726        454404252        454371352   
443220488     455017277        454974429        454934142        454895889        454855859        454817933        454780123        454744632        454709908        454675612        454641218        454606427        454571423        454538125        454504614        454470618        454436734        454404260        454371360   
443215942     455017335        454974437        454933946        454895897        454855867        454817958        454780131        454744640        454709916        454675638        454641010        454606435        454571431        454538133        454504622        454470642        454436528        454404278        454371154   
443216031     455017145        454974445        454933953        454895913        454855875        454817743        454780149        454744657        454709924        454675646        454641028        454606443        454571449        454538141        454504630        454470659        454436536        454404286        454371162   
443213426     455017178        454974247        454933961        454895947        454855883        454817776        454779935        454744665        454709932        454675653        454641036        454606450        454571456        454538158        454504648        454470675        454436544        454404070        454371196   
443212659     455017236        454974254        454933979        454895954        454855891        454817784        454779943        454744673        454709940        454675661        454641044        454606468        454571464        454538166        454504655        454470691        454436551        454404088        454371204   
443211842     455017020        454974270        454933987        454895731        454855909        454817792        454779968        454744681        454709957        454675687        454641051        454606476        454571480        454538174        454504663        454470493        454436569        454404096        454371212   
443210265     455017061        454974288        454933995        454895749        454855917        454817800        454779976        454744475        454709965        454675695        454641069        454606492        454571282        454538190        454504457        454470501        454436577        454404104        454371238   
443208822     455017079        454974296        454934027        454895780        454855925        454817842        454779984        454744483        454709973        454675497        454641085        454606500        454571290        454538208        454504465        454470519        454436585        454404120        454371246   
443207972     455017111        454974320        454933821        454895798        454855727        454817636        454779992        454744509        454709981        454675505        454641093        454606294        454571308        454538216        454504473        454470527        454436601        454404138        454371253   
443207980     455016915        454974338        454933847        454895806        454855735        454817644        454780008        454744517        454709999        454675513        454641101        454606310        454571316        454537994        454504481        454470535        454436619        454404146        454371048   
443206727     455016923        454974346        454933862        454895814        454855743        454817651        454780016        454744525        454709783        454675562        454640897        454606336        454571324        454538018        454504507        454470543        454436627        454404153        454371063   
443206354     455016956        454974130        454933870        454895822        454855750        454817677        454780024        454744533        454709791        454675596        454640905        454606344        454571332        454538026        454504515        454470576        454436395        454403973        454371071   
443205901     455016964        454974148        454933888        454895830        454855768        454817685        454780032        454744541        454709809        454675380        454640913        454606351        454571340        454538034        454504523        454470592        454436403        454403981        454371089   
443205968     455016998        454974155        454933912        454895848        454855776        454817693        454779828        454744558        454709825        454675406        454640921        454606369        454571365        454538042        454504531        454470394        454436429        454403999        454371097   
443206107     455016790        454974163        454933714        454895624        454855784        454817701        454779836        454744566        454709841        454675414        454640939        454606377        454571373        454538059        454504549        454470402        454436437        454404005        454371105   
443205505     455016832        454974171        454933748        454895632        454855792        454817735        454779844        454744574        454709858        454675430        454640947        454606385        454571381        454538067        454504556        454470410        454436445        454404013        454371113   
443202841     455016857        454974189        454933755        454895673        454855800        454817529        454779851        454744376        454709866        454675448        454640954        454606187        454571175        454538075        454504333        454470428        454436460        454404021        454371121   
443202270     455016865        454974213        454933771        454895681        454855818        454817537        454779869        454744384        454709874        454675455        454640962        454606195        454571183        454538091        454504341        454470444        454436478        454404039        454371147   
443201710     455016881        454974221        454933797        454895699        454855628        454817545        454779877        454744392        454709676        454675489        454640970        454606203        454571209        454538109        454504382        454470451        454436494        454404047        454370933   
443200407     455016683        454974031        454933805        454895715        454855636        454817560        454779885        454744418        454709684        454675273        454640988        454606211        454571217        454537887        454504416        454470477        454436502        454404054        454370941   
443200506     455016691        454974049        454933813        454895723        454855644        454817578        454779893        454744434        454709692        454675281        454640996        454606229        454571225        454537895        454504424        454470485        454436510        454404062        454370966   
443200605     455016717        454974064        454933607        454895517        454855651        454817586        454779901        454744442        454709700        454675299        454640780        454606245        454571233        454537903        454504432        454470279        454436288        454403858        454370974   
443197447     455016758        454974072        454933615        454895525        454855677        454817602        454779919        454744459        454709726        454675307        454640814        454606252        454571241        454537911        454504440        454470303        454436296        454403866        454370982   
443195359     455016766        454974114        454933623        454895533        454855685        454817610        454779927        454744467        454709734        454675364        454640822        454606260        454571258        454537929        454504234        454470311        454436304        454403874        454370990   
443195078     455016576        454974122        454933649        454895558        454855693        454817412        454779711        454744251        454709742        454675372        454640830        454606278        454571266        454537937        454504242        454470329        454436338        454403882        454371006   
443194691     455016618        454973926        454933656        454895590        454855701        454817420        454779729        454744277        454709759        454675166        454640848        454606070        454571274        454537945        454504259        454470345        454436353        454403890        454371014   
443194295     455016626        454973934        454933664        454895608        454855719        454817438        454779737        454744285        454709767        454675182        454640855        454606096        454571068        454537952        454504267        454470352        454436379        454403908        454371022   
443194139     455016634        454973959        454933672        454895616        454855511        454817446        454779745        454744293        454709775        454675190        454640871        454606104        454571076        454537986        454504275        454470360        454436387        454403916        454371030   
443193701     455016642        454973967        454933698        454895400        454855529        454817453        454779752        454744301        454709569        454675208        454640889        454606120        454571084        454537770        454504291        454470378        454436163        454403924        454370818   
443192968     455016675        454973983        454933706        454895418        454855537        454817461        454779760        454744319        454709577        454675216        454640681        454606138        454571092        454537788        454504309        454470386        454436171        454403940        454370834   
443192083     455016501        454973991        454933516        454895434        454855545        454817479        454779778        454744327        454709585        454675232        454640707        454606146        454571100        454537796        454504317        454470170        454436189        454403742        454370842   
443191366     455016527        454974007        454933524        454895442        454855552        454817487        454779786        454744335        454709593        454675240        454640723        454606153        454571126        454537804        454504325        454470188        454436197        454403759        454370859   
443189691     455016535        454973801        454933540        454895459        454855586        454817495        454779794        454744343        454709601        454675265        454640749        454606161        454571134        454537853        454504127        454470196        454436205        454403767        454370867   
443189170     455016543        454973819        454933557        454895467        454855594        454817503        454779802        454744152        454709619        454675059        454640756        454606179        454571142        454537861        454504150        454470204        454436213        454403775        454370883   
443188685     455016568        454973827        454933573        454895475        454855404        454817511        454779810        454744178        454709627        454675075        454640772        454605965        454571159        454537671        454504176        454470212        454436247        454403783        454370909   
443188693     455016378        454973835        454933599        454895509        454855420        454817321        454779604        454744186        454709635        454675083        454640566        454605981        454570979        454537689        454504200        454470220        454436254        454403791        454370925   
443188909     455016386        454973850        454933383        454895301        454855438        454817339        454779612        454744202        454709650        454675091        454640590        454605999        454570987        454537697        454504218        454470238        454436262        454403809        454370701   
443188370     455016394        454973868        454933391        454895319        454855446        454817347        454779620        454744210        454709668        454675109        454640608        454606005        454570995        454537713        454504010        454470261        454436270        454403817        454370719   
443188198     455016410        454973876        454933425        454895327        454855453        454817354        454779638        454744244        454709452        454675117        454640616        454606013        454571001        454537721        454504036        454470055        454436056        454403825        454370727   
443185459     455016428        454973892        454933433        454895343        454855461        454817370        454779646        454744038        454709478        454675133        454640624        454606021        454571019        454537739        454504044        454470063        454436064        454403841        454370735   


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443184676     455016451        454973900        454933441        454895384        454855479        454817404        454779653        454744046        454709486        454675141        454640632        454606039        454571035        454537747        454504051        454470071        454436072        454403635        454370743   
443183884     455016329        454973694        454933458        454895194        454855487        454817206        454779661        454744053        454709494        454675158        454640640        454606047        454571043        454537754        454504069        454470089        454436080        454403643        454370768   
443182795     455016337        454973702        454933284        454895202        454855495        454817222        454779679        454744087        454709510        454674953        454640665        454606054        454571050        454537762        454504077        454470097        454436098        454403650        454370776   
443181706     455016196        454973710        454933292        454895210        454855289        454817255        454779687        454744095        454709528        454674979        454640459        454606062        454570854        454537556        454504085        454470105        454436106        454403668        454370784   
443180989     455016204        454973736        454933318        454895236        454855297        454817263        454779695        454744103        454709551        454674987        454640483        454605858        454570862        454537564        454504093        454470121        454436114        454403676        454370792   
443180476     455016212        454973751        454933326        454895244        454855305        454817271        454779703        454744111        454709353        454674995        454640491        454605874        454570870        454537572        454504119        454470147        454436122        454403684        454370800   
443178587     455016030        454973769        454933359        454895277        454855313        454817289        454779497        454744137        454709361        454675000        454640509        454605908        454570888        454537580        454503905        454469958        454436130        454403692        454370594   
443177886     455016048        454973785        454933367        454895079        454855321        454817297        454779513        454743923        454709403        454675034        454640517        454605916        454570896        454537598        454503913        454469966        454436155        454403700        454370602   
443178058     455016055        454973793        454933375        454895087        454855354        454817099        454779547        454743931        454709411        454675042        454640525        454605924        454570904        454537606        454503921        454469974        454435942        454403718        454370610   
443176011     455015941        454973579        454933169        454895103        454855362        454817107        454779554        454743949        454709437        454674839        454640533        454605932        454570912        454537622        454503939        454469982        454435959        454403726        454370628   
443175492     455015958        454973587        454933177        454895111        454855370        454817123        454779570        454743956        454709239        454674847        454640558        454605940        454570920        454537630        454503954        454469990        454435975        454403734        454370636   
443174776     455015990        454973595        454933193        454895137        454855388        454817131        454779588        454743972        454709247        454674854        454640343        454605957        454570938        454537655        454503996        454470006        454435983        454403528        454370644   
443174792     455015792        454973611        454933201        454895145        454855172        454817149        454779596        454743998        454709254        454674862        454640350        454605759        454570946        454537440        454504002        454470014        454435991        454403536        454370651   
443174354     455015818        454973629        454933219        454894965        454855206        454817156        454779380        454744004        454709262        454674896        454640368        454605775        454570953        454537457        454503798        454470030        454436015        454403551        454370669   
443174115     455015834        454973637        454933235        454894973        454855214        454817180        454779398        454743824        454709270        454674904        454640376        454605783        454570748        454537465        454503830        454469834        454436031        454403569        454370685   
443173505     455015842        454973645        454933243        454894981        454855230        454817198        454779406        454743832        454709296        454674912        454640392        454605809        454570797        454537473        454503848        454469859        454436049        454403577        454370693   
443172721     455015859        454973652        454933052        454895004        454855248        454816992        454779414        454743840        454709304        454674938        454640400        454605825        454570805        454537481        454503863        454469867        454435827        454403585        454370495   
443171384     455015867        454973660        454933060        454895012        454855255        454817016        454779422        454743857        454709320        454674722        454640418        454605833        454570813        454537499        454503871        454469875        454435835        454403593        454370511   
443171392     455015685        454973678        454933086        454895020        454855263        454817032        454779430        454743873        454709122        454674748        454640426        454605635        454570821        454537507        454503889        454469883        454435843        454403601        454370529   
443171533     455015693        454973686        454933094        454895038        454855271        454817040        454779448        454743881        454709130        454674755        454640236        454605643        454570839        454537515        454503897        454469891        454435850        454403619        454370537   
443171632     455015701        454973462        454933110        454895046        454855065        454817065        454779455        454743899        454709205        454674763        454640244        454605676        454570631        454537523        454503681        454469909        454435868        454403411        454370552   
443168554     455015735        454973470        454933128        454895053        454855081        454817073        454779463        454743709        454709213        454674797        454640251        454605684        454570649        454537531        454503699        454469917        454435876        454403429        454370560   
443167317     455015768        454973488        454933136        454894858        454855115        454817081        454779471        454743717        454709221        454674821        454640269        454605692        454570656        454537549        454503707        454469925        454435884        454403437        454370578   
443166376     455015776        454973504        454933144        454894874        454855131        454816877        454779489        454743725        454709015        454674615        454640277        454605718        454570664        454537333        454503715        454469933        454435892        454403445        454370586   
443165105     455015560        454973512        454933151        454894890        454855156        454816901        454779265        454743733        454709031        454674623        454640285        454605726        454570672        454537341        454503756        454469735        454435900        454403452        454370388   
443164447     455015578        454973538        454932948        454894908        454855164        454816919        454779281        454743758        454709049        454674631        454640293        454605734        454570680        454537358        454503764        454469750        454435918        454403460        454370396   
443164058     455015586        454973546        454932955        454894924        454854985        454816927        454779307        454743766        454709072        454674649        454640301        454605510        454570698        454537366        454503772        454469776        454435926        454403478        454370404   
443164231     455015628        454973553        454932997        454894932        454854993        454816935        454779315        454743782        454709080        454674656        454640319        454605528        454570706        454537374        454503566        454469784        454435702        454403486        454370420   
443163472     455015644        454973355        454933003        454894940        454855008        454816943        454779323        454743790        454709106        454674664        454640327        454605544        454570714        454537382        454503574        454469792        454435710        454403502        454370438   
443162102     455015669        454973371        454933029        454894726        454855016        454816968        454779331        454743600        454709114        454674672        454640335        454605551        454570722        454537390        454503582        454469800        454435728        454403510        454370446   
443162151     455015453        454973389        454933037        454894734        454855024        454816976        454779349        454743618        454708918        454674680        454640129        454605585        454570532        454537408        454503590        454469610        454435736        454403296        454370453   
443161559     455015461        454973397        454933045        454894742        454855032        454816760        454779364        454743626        454708926        454674698        454640145        454605601        454570540        454537416        454503608        454469636        454435769        454403304        454370461   
443159033     455015479        454973413        454932831        454894767        454855057        454816778        454779133        454743642        454708934        454674706        454640152        454605619        454570565        454537424        454503624        454469644        454435777        454403312        454370479   
443154869     455015495        454973421        454932856        454894775        454854852        454816786        454779158        454743659        454708942        454674714        454640160        454605403        454570581        454537226        454503640        454469651        454435785        454403338        454370263   
443153960     455015503        454973447        454932880        454894783        454854860        454816794        454779166        454743667        454708967        454674516        454640178        454605429        454570607        454537234        454503459        454469677        454435801        454403346        454370271   
443152616     455015537        454973454        454932898        454894791        454854886        454816810        454779174        454743675        454708975        454674524        454640202        454605437        454570615        454537242        454503467        454469685        454435819        454403379        454370297   
443149067     455015388        454973249        454932906        454894809        454854894        454816828        454779182        454743485        454708983        454674540        454640210        454605445        454570623        454537259        454503475        454469719        454435603        454403387        454370305   
443149422     455015396        454973264        454932914        454894825        454854902        454816836        454779190        454743493        454708991        454674565        454640228        454605452        454570417        454537275        454503483        454469511        454435611        454403403        454370313   
443147558     455015404        454973272        454932930        454894635        454854910        454816869        454779216        454743519        454708801        454674581        454640012        454605486        454570433        454537283        454503491        454469537        454435637        454403189        454370321   
443141700     455015412        454973298        454932724        454894643        454854928        454816653        454779257        454743527        454708819        454674599        454640020        454605494        454570458        454537291        454503525        454469545        454435645        454403197        454370339   
443141080     455015438        454973306        454932732        454894676        454854738        454816679        454779026        454743543        454708827        454674607        454640038        454605288        454570466        454537317        454503533        454469552        454435652        454403205        454370347   
443138714     455015289        454973314        454932740        454894684        454854761        454816703        454779034        454743550        454708835        454674391        454640046        454605296        454570474        454537325        454503541        454469578        454435660        454403213        454370354   
443134309     455015297        454973322        454932757        454894700        454854779        454816729        454779059        454743568        454708843        454674409        454640053        454605312        454570482        454537127        454503558        454469586        454435678        454403221        454370362   
443130653     455015305        454973330        454932773        454894718        454854795        454816737        454779067        454743576        454708850        454674417        454640061        454605320        454570490        454537135        454503368        454469602        454435686        454403239        454370149   
443128905     455015164        454973348        454932799        454894502        454854803        454816752        454779083        454743584        454708868        454674441        454640095        454605338        454570508        454537143        454503376        454469396        454435694        454403247        454370156   
443124839     455015172        454973132        454932807        454894536        454854811        454816554        454779091        454743386        454708876        454674458        454640111        454605346        454570516        454537150        454503384        454469404        454435488        454403254        454370164   
443122429     455015206        454973140        454932823        454894544        454854837        454816570        454779109        454743394        454708884        454674466        454639915        454605353        454570300        454537176        454503392        454469446        454435496        454403262        454370172   
443121868     455015222        454973165        454932625        454894551        454854613        454816596        454779125        454743410        454708892        454674474        454639931        454605361        454570318        454537184        454503400        454469453        454435504        454403270        454370180   
443105184     455015016        454973181        454932641        454894577        454854639        454816604        454778911        454743428        454708694        454674482        454639949        454605387        454570326        454537192        454503418        454469461        454435512        454403288        454370206   
443104062     455015040        454973207        454932658        454894593        454854647        454816612        454778929        454743444        454708702        454674490        454639972        454605395        454570334        454537200        454503426        454469479        454435520        454403072        454370214   
443099924     455015065        454973223        454932492        454894395        454854670        454816620        454778937        454743451        454708710        454674300        454639980        454605171        454570342        454537010        454503434        454469271        454435538        454403080        454370230   
443094081     455015081        454973231        454932500        454894403        454854688        454816638        454778945        454743469        454708728        454674318        454639998        454605189        454570359        454537044        454503442        454469297        454435561        454403098        454370248   
443094123     455015115        454973025        454932526        454894411        454854696        454816430        454778952        454743287        454708736        454674326        454640004        454605197        454570367        454537051        454503244        454469305        454435579        454403106        454370032   
443092788     455014944        454973033        454932534        454894429        454854704        454816463        454778960        454743295        454708744        454674334        454639808        454605213        454570375        454537069        454503251        454469313        454435587        454403114        454370040   
443092549     455014951        454973041        454932542        454894437        454854506        454816497        454778978        454743303        454708751        454674342        454639816        454605221        454570383        454537077        454503269        454469321        454435371        454403122        454370057   
443088885     455014977        454973058        454932567        454894445        454854514        454816505        454778986        454743329        454708785        454674359        454639824        454605239        454570409        454537085        454503285        454469339        454435389        454403130        454370065   
443083217     455014985        454973074        454932591        454894452        454854522        454816521        454778994        454743337        454708579        454674367        454639832        454605247        454570201        454537101        454503293        454469354        454435397        454403163        454370073   
443083365     455015008        454973082        454932385        454894486        454854555        454816539        454779000        454743345        454708587        454674375        454639840        454605254        454570227        454537119        454503301        454469370        454435405        454403171        454370081   
443082532     455014795        454973090        454932393        454894270        454854563        454816331        454779018        454743352        454708595        454674177        454639857        454605270        454570235        454536905        454503319        454469164        454435413        454402967        454370107   
443082219     455014852        454973108        454932435        454894288        454854571        454816349        454778820        454743360        454708603        454674201        454639873        454605064        454570243        454536913        454503327        454469172        454435421        454402983        454370115   
443079983     455014860        454972910        454932443        454894304        454854589        454816356        454778838        454743378        454708611        454674219        454639881        454605072        454570250        454536921        454503343        454469180        454435447        454403007        454370123   
443076641     455014878        454972928        454932450        454894312        454854597        454816364        454778853        454743170        454708629        454674227        454639899        454605098        454570268        454536939        454503137        454469198        454435462        454403015        454369927   
443073002     455014894        454972936        454932476        454894338        454854399        454816372        454778879        454743188        454708652        454674235        454639691        454605106        454570276        454536947        454503152        454469206        454435470        454403023        454369935   
443070776     455014712        454972944        454932252        454894387        454854423        454816398        454778887        454743196        454708660        454674243        454639709        454605122        454570284        454536954        454503160        454469222        454435272        454403031        454369943   
443067954     455014720        454972969        454932260        454894163        454854431        454816414        454778903        454743204        454708462        454674250        454639725        454605130        454570292        454536962        454503178        454469255        454435280        454403056        454369950   
443066097     455014753        454972985        454932278        454894171        454854449        454816422        454778697        454743220        454708470        454674276        454639733        454605148        454570086        454536996        454503186        454469065        454435298        454402850        454369968   
443063839     455014761        454972993        454932286        454894189        454854456        454816216        454778705        454743246        454708488        454674078        454639766        454605155        454570094        454537002        454503194        454469073        454435314        454402868        454369984   
443062732     455014779        454972795        454932336        454894197        454854464        454816224        454778713        454743253        454708496        454674086        454639774        454605163        454570102        454536798        454503202        454469099        454435330        454402876        454369992   
443061791     455014787        454972803        454932377        454894205        454854472        454816240        454778739        454743261        454708504        454674110        454639584        454604950        454570110        454536814        454503210        454469107        454435348        454402884        454370008   
443059993     455014571        454972811        454932138        454894221        454854480        454816273        454778747        454743279        454708512        454674128        454639592        454604968        454570128        454536822        454503228        454469115        454435355        454402892        454370016   
443060058     455014597        454972829        454932146        454894239        454854498        454816299        454778754        454743071        454708553        454674136        454639600        454604976        454570136        454536830        454503236        454469131        454435363        454402918        454370024   
443056833     455014605        454972852        454932153        454894254        454854274        454816117        454778762        454743089        454708561        454674144        454639634        454604984        454570144        454536848        454503020        454469149        454435157        454402926        454369810   
443056130     455014647        454972878        454932161        454894056        454854282        454816133        454778770        454743097        454708355        454674169        454639642        454604992        454570169        454536863        454503038        454469156        454435165        454402934        454369828   


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443053723     455014480        454972886        454932179        454894072        454854290        454816141        454778788        454743113        454708363        454673963        454639659        454605007        454570185        454536871        454503046        454468968        454435173        454402942        454369836   
443049325     455014498        454972894        454932195        454894080        454854308        454816166        454778796        454743121        454708371        454673971        454639667        454605015        454569971        454536889        454503053        454468992        454435199        454402959        454369844   
443045745     455014506        454972720        454932211        454894098        454854316        454816174        454778580        454743139        454708389        454673989        454639675        454605023        454569989        454536681        454503061        454469008        454435207        454402744        454369851   
443045075     455014522        454972746        454932229        454894106        454854340        454816182        454778598        454743147        454708397        454673997        454639477        454605049        454570003        454536699        454503079        454469016        454435215        454402751        454369869   
443043237     455014548        454972753        454932021        454894114        454854357        454816190        454778606        454743154        454708405        454674011        454639485        454605056        454570011        454536715        454503087        454469024        454435223        454402769        454369877   
443041447     455014431        454972761        454932039        454894122        454854381        454816208        454778614        454743162        454708413        454674029        454639519        454604851        454570029        454536723        454503095        454469032        454435231        454402777        454369885   
443040308     455014456        454972787        454932047        454894130        454854167        454816018        454778630        454742966        454708439        454674037        454639527        454604869        454570037        454536731        454503111        454469040        454435249        454402785        454369893   
443038443     455014241        454972571        454932062        454894148        454854175        454816034        454778648        454742974        454708454        454674045        454639543        454604885        454570045        454536749        454503129        454469057        454435256        454402793        454369901   
443037486     455014258        454972589        454932070        454894155        454854183        454816067        454778655        454742982        454708231        454674052        454639550        454604893        454570052        454536756        454502915        454468844        454435033        454402801        454369919   
443037502     455014266        454972597        454932112        454893942        454854191        454816075        454778671        454743006        454708249        454673856        454639568        454604901        454570060        454536772        454502931        454468851        454435066        454402819        454369703   
443036116     455014290        454972639        454932120        454893959        454854209        454816091        454778689        454743014        454708256        454673864        454639576        454604919        454569864        454536780        454502949        454468869        454435074        454402827        454369711   
443032552     455014316        454972647        454931916        454893967        454854217        454815887        454778481        454743030        454708264        454673872        454639360        454604935        454569898        454536574        454502956        454468877        454435082        454402835        454369729   
443028352     455014324        454972654        454931940        454893975        454854225        454815895        454778499        454743048        454708272        454673880        454639378        454604943        454569906        454536582        454502964        454468919        454435090        454402843        454369737   
443027347     455014340        454972662        454931957        454893983        454854241        454815911        454778515        454743055        454708280        454673898        454639386        454604737        454569914        454536590        454502972        454468927        454435108        454402645        454369745   
443026752     455014134        454972456        454931965        454893991        454854266        454815929        454778523        454742867        454708298        454673914        454639394        454604745        454569922        454536608        454502980        454468935        454435116        454402652        454369752   
443024450     455014142        454972464        454931981        454894007        454854050        454815937        454778531        454742875        454708314        454673922        454639402        454604752        454569930        454536616        454502998        454468745        454435124        454402660        454369760   
443016902     455014159        454972472        454931999        454894023        454854084        454815960        454778556        454742883        454708322        454673930        454639410        454604778        454569948        454536624        454503012        454468752        454435132        454402678        454369778   
443003652     455014175        454972480        454932005        454894049        454854092        454815978        454778564        454742891        454708330        454673948        454639436        454604794        454569955        454536632        454502808        454468760        454435140        454402686        454369786   
442983086     455014183        454972498        454931791        454893835        454854100        454815986        454778572        454742909        454708348        454673732        454639444        454604828        454569963        454536640        454502816        454468778        454434929        454402694        454369802   
442976478     455014191        454972506        454931809        454893843        454854118        454815796        454778366        454742925        454708124        454673757        454639451        454604612        454569740        454536657        454502824        454468786        454434937        454402702        454369596   
442972642     455014209        454972514        454931817        454893850        454854142        454815812        454778374        454742941        454708132        454673765        454639246        454604620        454569765        454536665        454502832        454468802        454434945        454402710        454369604   
442968608     455014233        454972522        454931825        454893876        454853946        454815838        454778382        454742750        454708157        454673799        454639253        454604646        454569781        454536673        454502840        454468810        454434952        454402728        454369620   
442968087     455014027        454972530        454931833        454893884        454853953        454815853        454778416        454742768        454708173        454673815        454639261        454604661        454569799        454536467        454502857        454468828        454434960        454402736        454369646   
442966826     455014035        454972340        454931866        454893900        454853961        454815861        454778424        454742776        454708181        454673823        454639279        454604679        454569807        454536475        454502865        454468836        454434978        454402520        454369653   
442957643     455014050        454972357        454931874        454893926        454853979        454815879        454778432        454742784        454708199        454673831        454639287        454604687        454569815        454536483        454502873        454468679        454434986        454402538        454369661   
442955662     455014100        454972365        454931882        454893934        454853995        454815689        454778457        454742818        454708207        454673633        454639295        454604695        454569823        454536509        454502881        454468687        454434994        454402546        454369679   
442928628     455014118        454972373        454931908        454893728        454854001        454815697        454778259        454742826        454708215        454673641        454639303        454604703        454569831        454536517        454502899        454468695        454435017        454402553        454369695   
442915971     455013912        454972381        454931684        454893736        454854027        454815705        454778267        454742842        454708223        454673658        454639311        454604711        454569849        454536525        454502907        454468703        454434820        454402561        454369497   
442911590     455013920        454972415        454931692        454893751        454854035        454815713        454778283        454742859        454708009        454673674        454639345        454604505        454569633        454536533        454502691        454468711        454434838        454402579        454369505   
442909552     455013938        454972423        454931700        454893769        454853847        454815721        454778291        454742651        454708017        454673690        454639352        454604521        454569666        454536558        454502717        454468737        454434846        454402587        454369513   
442898185     455014001        454972431        454931718        454893777        454853854        454815739        454778309        454742669        454708025        454673716        454639139        454604554        454569674        454536566        454502725        454468539        454434853        454402595        454369562   
442896049     455013805        454972449        454931726        454893785        454853870        454815762        454778317        454742677        454708033        454673724        454639147        454604562        454569682        454536368        454502733        454468554        454434861        454402603        454369588   
442891107     455013813        454972258        454931734        454893827        454853896        454815556        454778325        454742693        454708041        454673518        454639154        454604570        454569708        454536376        454502741        454468562        454434879        454402611        454369372   
442889176     455013839        454972274        454931742        454893611        454853904        454815564        454778333        454742701        454708058        454673526        454639162        454604588        454569716        454536384        454502766        454468570        454434887        454402629        454369398   
442881660     455013854        454972282        454931759        454893629        454853912        454815572        454778341        454742735        454708066        454673534        454639188        454604604        454569732        454536392        454502774        454468604        454434895        454402413        454369406   
442849048     455013862        454972308        454931767        454893652        454853938        454815606        454778358        454742560        454708074        454673559        454639204        454604414        454569526        454536400        454502790        454468612        454434903        454402421        454369422   
442847067     455013870        454972316        454931775        454893660        454853730        454815614        454778143        454742578        454708082        454673575        454639220        454604422        454569534        454536418        454502584        454468620        454434911        454402439        454369448   
442842027     455013698        454972332        454931783        454893678        454853748        454815622        454778150        454742594        454708108        454673583        454639238        454604430        454569559        454536426        454502618        454468414        454434739        454402447        454369455   
442839676     455013722        454972142        454931577        454893686        454853755        454815648        454778168        454742610        454707878        454673591        454639030        454604448        454569567        454536434        454502667        454468422        454434747        454402454        454369463   
442834628     455013730        454972159        454931585        454893694        454853805        454815655        454778176        454742420        454707886        454673617        454639048        454604455        454569575        454536442        454502493        454468430        454434762        454402462        454369265   
442816567     455013763        454972167        454931619        454893702        454853813        454815440        454778192        454742438        454707894        454673401        454639063        454604471        454569583        454536251        454502527        454468455        454434770        454402470        454369273   
442809943     455013599        454972175        454931627        454893512        454853821        454815457        454778200        454742503        454707910        454673427        454639071        454604489        454569591        454536269        454502535        454468463        454434796        454402488        454369281   
442808440     455013664        454972183        454931635        454893520        454853623        454815465        454778218        454742321        454707928        454673435        454639089        454604497        454569609        454536277        454502550        454468471        454434804        454402496        454369299   
442805065     455013672        454972217        454931643        454893538        454853631        454815473        454778226        454742339        454707936        454673450        454639113        454604307        454569617        454536285        454502576        454468489        454434580        454402504        454369315   
442804332     455013466        454972225        454931460        454893579        454853649        454815481        454778234        454742354        454707944        454673468        454639121        454604315        454569419        454536293        454502360        454468497        454434598        454402512        454369323   
442803326     455013474        454972019        454931478        454893587        454853656        454815507        454778242        454742370        454707993        454673484        454638941        454604323        454569427        454536301        454502378        454468505        454434606        454402322        454369331   
442792743     455013482        454972027        454931502        454893595        454853664        454815515        454778044        454742396        454707753        454673492        454638958        454604331        454569435        454536319        454502394        454468315        454434630        454402348        454369349   
442777777     455013490        454972068        454931528        454893603        454853680        454815549        454778051        454742206        454707779        454673500        454638966        454604356        454569443        454536327        454502402        454468323        454434648        454402355        454369356   
442771242     455013516        454972118        454931536        454893397        454853706        454815333        454778069        454742214        454707795        454673294        454638974        454604364        454569468        454536335        454502410        454468331        454434655        454402363        454369364   
442749263     455013532        454971904        454931544        454893405        454853714        454815341        454778077        454742222        454707803        454673302        454639006        454604380        454569484        454536343        454502428        454468349        454434671        454402371        454369141   
442747598     455013540        454971912        454931569        454893413        454853722        454815358        454778085        454742230        454707811        454673310        454638800        454604398        454569492        454536350        454502436        454468364        454434689        454402389        454369158   
442739728     455013367        454971946        454931387        454893454        454853516        454815366        454778093        454742255        454707829        454673344        454638818        454604208        454569500        454536145        454502444        454468372        454434473        454402397        454369166   
442737532     455013375        454971979        454931395        454893462        454853524        454815374        454778101        454742263        454707837        454673351        454638834        454604216        454569518        454536186        454502451        454468380        454434481        454402405        454369182   
442736658     455013417        454971987        454931403        454893488        454853557        454815382        454778119        454742271        454707845        454673369        454638842        454604224        454569310        454536202        454502469        454468406        454434499        454402181        454369190   
442729356     455013433        454971995        454931411        454893496        454853565        454815390        454778127        454742289        454707852        454673377        454638859        454604232        454569328        454536210        454502246        454468190        454434507        454402199        454369208   
442696704     455013441        454972001        454931429        454893280        454853573        454815408        454778135        454742297        454707654        454673385        454638875        454604240        454569336        454536236        454502261        454468208        454434515        454402215        454369224   
442695912     455013243        454971797        454931445        454893298        454853581        454815416        454777939        454742305        454707662        454673187        454638883        454604257        454569351        454536244        454502279        454468216        454434523        454402223        454369232   
442693966     455013250        454971805        454931452        454893306        454853599        454815424        454777947        454742099        454707670        454673195        454638891        454604265        454569377        454536020        454502287        454468224        454434531        454402231        454369240   
442692141     455013268        454971821        454931254        454893314        454853607        454815432        454777954        454742115        454707688        454673203        454638909        454604273        454569385        454536046        454502295        454468232        454434549        454402249        454369257   
442689964     455013284        454971847        454931262        454893330        454853433        454815234        454777962        454742123        454707696        454673211        454638917        454604281        454569401        454536053        454502303        454468240        454434358        454402256        454369026   
442685079     455013292        454971870        454931270        454893348        454853441        454815242        454777970        454742149        454707704        454673229        454638693        454604299        454569211        454536061        454502311        454468257        454434366        454402264        454369034   
442676763     455013300        454971888        454931288        454893355        454853458        454815259        454777988        454742156        454707712        454673245        454638701        454604109        454569229        454536079        454502329        454468265        454434374        454402272        454369042   
442673885     455013326        454971680        454931296        454893363        454853474        454815267        454778002        454742164        454707720        454673252        454638719        454604117        454569237        454536087        454502337        454468273        454434382        454402280        454369059   
442663852     455013342        454971698        454931338        454893371        454853490        454815275        454778010        454742172        454707738        454673260        454638727        454604133        454569245        454536095        454502345        454468281        454434390        454402298        454369067   
442649836     455013128        454971714        454931346        454893389        454853508        454815283        454778028        454742180        454707746        454673278        454638735        454604158        454569252        454536103        454502121        454468083        454434408        454402074        454369083   
442627352     455013151        454971722        454931130        454893207        454853292        454815291        454777814        454742198        454707548        454673062        454638750        454604166        454569260        454536129        454502147        454468091        454434416        454402082        454369091   
442528121     455013169        454971730        454931148        454893215        454853300        454815317        454777822        454741984        454707555        454673088        454638776        454604174        454569278        454535915        454502154        454468109        454434424        454402090        454369125   
442495818     455013177        454971748        454931155        454893223        454853318        454815127        454777830        454741992        454707563        454673096        454638784        454604182        454569286        454535923        454502162        454468117        454434432        454402116        454369133   
442383550     455013185        454971763        454931163        454893256        454853326        454815135        454777855        454742008        454707571        454673112        454638792        454603986        454569294        454535949        454502170        454468125        454434440        454402124        454368929   
442378659     455013201        454971771        454931189        454893264        454853334        454815143        454777863        454742016        454707589        454673138        454638560        454604000        454569302        454535964        454502188        454468133        454434457        454402132        454368937   
442332847     455013219        454971573        454931213        454893272        454853342        454815150        454777871        454742024        454707597        454673146        454638586        454604018        454569096        454535998        454502196        454468141        454434242        454402140        454368952   
441907797     455013235        454971581        454931239        454893066        454853359        454815176        454777889        454742032        454707605        454673161        454638594        454604026        454569104        454536004        454502204        454468158        454434259        454402157        454368960   
441867769     455013011        454971599        454931023        454893074        454853367        454815184        454777897        454742040        454707613        454673179        454638644        454604034        454569112        454536012        454502238        454468166        454434275        454402165        454368978   


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455072983     455013052        454971631        454931049        454893082        454853375        454815192        454777715        454742057        454707621        454672957        454638677        454604042        454569120        454535808        454502022        454468174        454434283        454401969        454368986   
455073007     455013078        454971649        454931064        454893090        454853383        454815200        454777731        454742073        454707639        454672965        454638685        454604059        454569146        454535816        454502030        454468182        454434291        454401977        454368994   
455072900     455013094        454971656        454931080        454893108        454853391        454815218        454777749        454742081        454707647        454672973        454638453        454604067        454569179        454535840        454502055        454467986        454434309        454401985        454369000   
455072934     455012898        454971474        454931098        454893116        454853177        454815002        454777756        454741877        454707415        454672999        454638461        454604075        454569187        454535857        454502071        454467994        454434317        454402009        454369018   
455072710     455012906        454971482        454931106        454893132        454853193        454815028        454777772        454741885        454707431        454673013        454638479        454604083        454569195        454535865        454502097        454468000        454434333        454402017        454368804   
455072736     455012930        454971490        454931114        454893140        454853219        454815044        454777780        454741893        454707449        454673021        454638487        454603895        454568973        454535873        454502105        454468026        454434341        454402025        454368812   
455072553     455012948        454971508        454931122        454893157        454853227        454815069        454777806        454741901        454707456        454673039        454638503        454603903        454568981        454535881        454501909        454468034        454434143        454402033        454368820   
455072595     455012955        454971540        454930918        454893165        454853243        454815085        454777608        454741927        454707472        454673047        454638529        454603929        454568999        454535709        454501917        454468042        454434150        454402041        454368838   
455072421     455012989        454971359        454930934        454892951        454853250        454815093        454777616        454741943        454707480        454673054        454638545        454603945        454569021        454535717        454501925        454468059        454434168        454402058        454368846   
455072488     455012997        454971375        454930959        454892969        454853276        454815101        454777624        454741950        454707498        454672874        454638347        454603960        454569039        454535725        454501933        454468067        454434176        454401852        454368853   
455072330     455013003        454971391        454930967        454892985        454853060        454814898        454777640        454741976        454707506        454672890        454638354        454603762        454569047        454535741        454501941        454468075        454434184        454401860        454368861   
455072348     455012781        454971409        454930975        454893009        454853078        454814906        454777657        454741778        454707514        454672908        454638362        454603770        454569054        454535758        454501982        454467853        454434192        454401878        454368879   
455072371     455012799        454971433        454930983        454893025        454853086        454814914        454777673        454741786        454707530        454672924        454638370        454603796        454569062        454535766        454501990        454467879        454434200        454401886        454368887   
455072280     455012856        454971441        454931007        454893033        454853094        454814930        454777681        454741794        454707308        454672932        454638388        454603812        454568874        454535782        454502006        454467887        454434218        454401902        454368895   
455072090     455012864        454971235        454931015        454893041        454853110        454814948        454777699        454741802        454707332        454672940        454638412        454603820        454568882        454535790        454501792        454467895        454434226        454401910        454368903   
455072116     455012880        454971243        454930819        454892845        454853128        454814971        454777483        454741828        454707365        454672759        454638420        454603838        454568890        454535584        454501800        454467929        454434234        454401928        454368697   
455071985     455012682        454971276        454930827        454892852        454853136        454814781        454777517        454741836        454707373        454672767        454638438        454603846        454568908        454535618        454501818        454467945        454434028        454401951        454368705   
455072066     455012716        454971284        454930835        454892860        454853169        454814815        454777525        454741844        454707399        454672775        454638446        454603853        454568924        454535626        454501826        454467952        454434036        454401738        454368721   
455071928     455012740        454971292        454930843        454892878        454852963        454814831        454777533        454741851        454707407        454672783        454638230        454603861        454568932        454535642        454501834        454467754        454434044        454401746        454368747   
455071746     455012757        454971300        454930868        454892886        454852971        454814849        454777558        454741869        454707183        454672817        454638248        454603655        454568940        454535659        454501842        454467762        454434051        454401753        454368788   
455071803     455012765        454971342        454930876        454892894        454852989        454814856        454777566        454741661        454707191        454672825        454638255        454603663        454568957        454535667        454501859        454467788        454434069        454401761        454368796   
455071837     455012567        454971128        454930884        454892902        454852997        454814864        454777574        454741679        454707209        454672833        454638263        454603671        454568759        454535675        454501867        454467804        454434085        454401779        454368580   
455071647     455012583        454971136        454930900        454892936        454853003        454814872        454777590        454741687        454707217        454672627        454638271        454603689        454568767        454535683        454501875        454467812        454434093        454401787        454368598   
455071548     455012591        454971144        454930694        454892753        454852856        454814880        454777376        454741695        454707225        454672635        454638297        454603697        454568775        454535477        454501883        454467820        454434101        454401811        454368606   
455071563     455012625        454971151        454930710        454892779        454852872        454814682        454777400        454741737        454707233        454672643        454638305        454603713        454568783        454535485        454501677        454467838        454434119        454401829        454368614   
455071472     455012641        454971169        454930769        454892811        454852906        454814690        454777418        454741752        454707258        454672650        454638313        454603739        454568791        454535493        454501685        454467648        454434127        454401837        454368648   
455071498     455012435        454971193        454930595        454892837        454852914        454814708        454777426        454741760        454707266        454672668        454638321        454603754        454568809        454535501        454501701        454467655        454433913        454401845        454368655   
455071308     455012450        454971201        454930603        454892621        454852922        454814724        454777442        454741562        454707282        454672676        454638123        454603549        454568817        454535519        454501719        454467663        454433921        454401621        454368663   
455071183     455012468        454971219        454930611        454892654        454852757        454814732        454777459        454741570        454707076        454672684        454638131        454603564        454568825        454535535        454501727        454467671        454433939        454401647        454368671   
455071076     455012500        454971029        454930629        454892670        454852765        454814740        454777467        454741596        454707092        454672692        454638149        454603572        454568833        454535543        454501735        454467689        454433947        454401654        454368689   
455071092     455012526        454971037        454930645        454892688        454852773        454814757        454777269        454741604        454707118        454672700        454638156        454603580        454568858        454535550        454501743        454467697        454433962        454401662        454368473   
455070995     455012310        454971052        454930652        454892696        454852799        454814765        454777277        454741612        454707126        454672718        454638164        454603598        454568643        454535568        454501750        454467705        454433988        454401670        454368481   
455070870     455012351        454971060        454930678        454892720        454852807        454814773        454777285        454741620        454707142        454672726        454638172        454603614        454568668        454535576        454501768        454467713        454433996        454401688        454368499   
455070581     455012385        454971078        454930686        454892522        454852815        454814567        454777319        454741638        454707159        454672510        454638180        454603622        454568676        454535360        454501776        454467721        454434002        454401696        454368507   
455070599     455012393        454971086        454930488        454892548        454852823        454814575        454777327        454741646        454707167        454672528        454638214        454603630        454568684        454535386        454501560        454467739        454434010        454401704        454368515   
455070441     455012401        454971094        454930496        454892571        454852831        454814583        454777335        454741653        454707175        454672536        454638016        454603424        454568692        454535394        454501594        454467523        454433806        454401712        454368531   
455070284     455012419        454971102        454930504        454892589        454852625        454814591        454777343        454741463        454706961        454672544        454638032        454603457        454568718        454535402        454501610        454467531        454433830        454401720        454368564   
455070292     455012229        454971110        454930546        454892605        454852633        454814609        454777160        454741471        454706979        454672551        454638040        454603465        454568726        454535428        454501628        454467549        454433848        454401498        454368366   
455070326     455012245        454970906        454930553        454892613        454852641        454814617        454777178        454741489        454706987        454672569        454638065        454603499        454568734        454535436        454501636        454467556        454433855        454401506        454368374   
455070342     455012252        454970914        454930579        454892407        454852674        454814625        454777186        454741497        454706995        454672585        454638073        454603515        454568536        454535451        454501644        454467564        454433863        454401514        454368382   
455070359     455012260        454970922        454930587        454892423        454852690        454814633        454777202        454741513        454707001        454672593        454638081        454603531        454568544        454535469        454501651        454467572        454433871        454401522        454368408   
455070177     455012286        454970930        454930371        454892449        454852708        454814641        454777228        454741547        454707019        454672403        454638099        454603325        454568551        454535220        454501453        454467580        454433889        454401530        454368416   
455070250     455012302        454970948        454930389        454892456        454852518        454814468        454777251        454741349        454707043        454672429        454638107        454603341        454568569        454535246        454501461        454467598        454433897        454401548        454368424   
455070102     455012112        454970955        454930397        454892464        454852526        454814500        454777053        454741364        454707050        454672437        454638115        454603358        454568577        454535279        454501503        454467606        454433905        454401563        454368440   
455069989     455012138        454970963        454930413        454892472        454852534        454814526        454777061        454741372        454707068        454672452        454637901        454603366        454568585        454535287        454501511        454467416        454433699        454401605        454368457   
455069997     455012146        454970971        454930421        454892480        454852542        454814534        454777079        454741380        454706847        454672460        454637927        454603374        454568593        454535311        454501529        454467424        454433707        454401613        454368465   
455070029     455012153        454970989        454930447        454892498        454852559        454814542        454777087        454741406        454706862        454672478        454637943        454603382        454568601        454535329        454501537        454467432        454433715        454401381        454368242   
455069872     455012161        454970997        454930454        454892506        454852567        454814369        454777095        454741414        454706870        454672486        454637950        454603390        454568619        454535337        454501545        454467440        454433731        454401399        454368259   
455069930     455012179        454971003        454930470        454892290        454852583        454814377        454777103        454741422        454706888        454672494        454637968        454603408        454568635        454535139        454501347        454467457        454433749        454401407        454368267   
455069799     455012187        454970799        454930280        454892316        454852591        454814401        454777137        454741430        454706912        454672304        454637976        454603416        454568411        454535147        454501362        454467465        454433756        454401415        454368275   
455069807     455012195        454970815        454930298        454892324        454852609        454814419        454777145        454741448        454706920        454672320        454637992        454603200        454568452        454535154        454501370        454467473        454433764        454401423        454368283   
455069633     455012005        454970823        454930306        454892332        454852617        454814435        454776931        454741224        454706938        454672346        454638008        454603218        454568460        454535162        454501396        454467499        454433772        454401431        454368309   
455069575     455012013        454970831        454930322        454892357        454852393        454814443        454776949        454741232        454706953        454672361        454637794        454603234        454568478        454535170        454501404        454467515        454433780        454401449        454368317   
455069476     455012039        454970849        454930330        454892381        454852419        454814260        454776956        454741240        454706730        454672379        454637802        454603242        454568494        454535188        454501412        454467317        454433798        454401456        454368325   
455069500     455012047        454970856        454930157        454892399        454852435        454814286        454776964        454741265        454706748        454672387        454637810        454603267        454568502        454535196        454501438        454467325        454433582        454401472        454368333   
455069302     455012062        454970864        454930165        454892183        454852450        454814294        454776972        454741273        454706755        454672189        454637828        454603283        454568304        454535204        454501446        454467333        454433590        454401480        454368341   
455069328     455011874        454970880        454930181        454892209        454852468        454814302        454776980        454741281        454706763        454672213        454637844        454603291        454568312        454535006        454501230        454467341        454433608        454401274        454368358   
455069344     455011882        454970898        454930199        454892217        454852476        454814310        454776998        454741299        454706771        454672221        454637869        454603309        454568338        454535030        454501248        454467358        454433616        454401290        454368135   
455069377     455011890        454970682        454930207        454892225        454852484        454814328        454777004        454741307        454706789        454672239        454637877        454603085        454568346        454535048        454501255        454467382        454433624        454401316        454368143   
455069187     455011924        454970690        454930223        454892241        454852492        454814336        454777012        454741315        454706797        454672247        454637885        454603101        454568361        454535055        454501263        454467390        454433632        454401324        454368150   
455069203     455011957        454970708        454930256        454892258        454852286        454814344        454777020        454741323        454706805        454672254        454637661        454603150        454568379        454535063        454501271        454467408        454433640        454401357        454368168   
455069161     455011973        454970716        454930041        454892266        454852294        454814138        454777038        454741117        454706813        454672262        454637679        454603168        454568387        454535071        454501289        454467200        454433657        454401365        454368176   
455069039     455011775        454970765        454930066        454892274        454852310        454814146        454776824        454741125        454706821        454672270        454637687        454603176        454568403        454535089        454501297        454467218        454433665        454401373        454368184   
455068916     455011783        454970773        454930082        454892076        454852328        454814153        454776832        454741133        454706839        454672296        454637695        454603010        454568197        454535097        454501305        454467226        454433681        454401159        454368192   
455068924     455011791        454970781        454930090        454892084        454852336        454814179        454776857        454741141        454706623        454672080        454637703        454603028        454568205        454535105        454501321        454467234        454433491        454401183        454368200   
455068783     455011809        454970567        454930108        454892092        454852351        454814195        454776865        454741166        454706649        454672098        454637711        454603044        454568213        454534918        454501123        454467242        454433509        454401209        454368218   
455068817     455011817        454970575        454930116        454892100        454852369        454814203        454776881        454741174        454706656        454672122        454637737        454603051        454568239        454534934        454501131        454467259        454433517        454401217        454368226   
455068825     455011825        454970583        454930124        454892118        454852377        454814211        454776899        454741190        454706664        454672130        454637752        454603069        454568247        454534942        454501149        454467267        454433533        454401225        454368234   
455068692     455011841        454970591        454930132        454892126        454852385        454814229        454776907        454741216        454706672        454672148        454637760        454602871        454568254        454534959        454501156        454467283        454433541        454401233        454368028   
455068734     455011858        454970609        454930140        454892134        454852187        454814237        454776923        454741034        454706680        454672155        454637778        454602897        454568262        454534967        454501172        454467309        454433558        454401258        454368036   
455068569     455011684        454970625        454929936        454892142        454852203        454814039        454776717        454741042        454706698        454672163        454637554        454602905        454568296        454534975        454501180        454467101        454433566        454401266        454368044   
455068593     455011700        454970633        454929944        454892159        454852211        454814047        454776725        454741059        454706706        454671983        454637562        454602913        454568080        454534983        454501198        454467119        454433574        454401043        454368051   
455068601     455011718        454970658        454929969        454892167        454852229        454814088        454776733        454741067        454706714        454671991        454637570        454602921        454568098        454534991        454501206        454467135        454433384        454401050        454368069   


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455068627     455011726        454970666        454929977        454892175        454852252        454814096        454776741        454741075        454706722        454672007        454637588        454602939        454568106        454534785        454501214        454467143        454433392        454401076        454368077   
455068460     455011734        454970674        454929985        454891979        454852278        454814104        454776766        454741091        454706524        454672015        454637596        454602947        454568114        454534801        454501222        454467150        454433400        454401084        454368085   
455068296     455011742        454970450        454929993        454891995        454852062        454814120        454776774        454741109        454706532        454672023        454637604        454602954        454568122        454534819        454501016        454467176        454433418        454401092        454368093   
455068346     455011759        454970476        454930009        454892001        454852070        454813916        454776790        454740903        454706557        454672031        454637612        454602962        454568130        454534835        454501024        454467184        454433426        454401100        454368101   
455068189     455011585        454970484        454930033        454892027        454852088        454813924        454776808        454740911        454706565        454672049        454637620        454602756        454568148        454534843        454501057        454467192        454433434        454401118        454368119   
455068288     455011593        454970500        454929829        454892043        454852096        454813932        454776600        454740937        454706573        454672056        454637638        454602764        454568155        454534850        454501073        454466996        454433442        454401126        454367913   
455068080     455011601        454970518        454929845        454892050        454852112        454813940        454776618        454740945        454706581        454672064        454637646        454602772        454568163        454534868        454501081        454467010        454433459        454401134        454367921   
455068163     455011619        454970542        454929852        454892068        454852120        454813957        454776626        454740952        454706599        454671868        454637653        454602780        454568171        454534876        454501099        454467028        454433467        454401142        454367939   
455068023     455011627        454970559        454929860        454891854        454852153        454813965        454776634        454740986        454706607        454671876        454637430        454602806        454568189        454534884        454501107        454467036        454433251        454400946        454367947   
455068031     455011635        454970351        454929878        454891888        454852161        454813973        454776642        454740994        454706615        454671900        454637448        454602814        454567983        454534686        454501115        454467069        454433269        454400953        454367962   
455067850     455011643        454970377        454929886        454891896        454851940        454813981        454776667        454741000        454706409        454671926        454637463        454602822        454567991        454534702        454500893        454467077        454433285        454400961        454367970   
455067751     455011429        454970385        454929902        454891904        454851957        454813999        454776675        454740812        454706417        454671942        454637471        454602830        454568015        454534710        454500901        454467085        454433293        454400979        454367988   
455067793     455011445        454970393        454929910        454891912        454851973        454814005        454776683        454740838        454706425        454671967        454637489        454602848        454568023        454534728        454500919        454467093        454433301        454400995        454368002   
455067835     455011452        454970401        454929712        454891946        454852013        454813809        454776691        454740846        454706433        454671751        454637505        454602863        454568049        454534736        454500927        454466889        454433319        454401001        454368010   
455067702     455011478        454970419        454929738        454891748        454852021        454813817        454776709        454740861        454706441        454671769        454637513        454602640        454568064        454534751        454500935        454466897        454433327        454401019        454367806   
455067728     455011510        454970443        454929746        454891755        454852039        454813833        454776493        454740879        454706458        454671777        454637521        454602657        454568072        454534769        454500950        454466921        454433335        454401027        454367814   
455067611     455011528        454970245        454929753        454891763        454852054        454813841        454776501        454740887        454706466        454671785        454637539        454602665        454567892        454534561        454500968        454466939        454433343        454401035        454367830   
455067363     455011320        454970252        454929779        454891789        454851833        454813858        454776519        454740895        454706474        454671793        454637547        454602673        454567900        454534579        454500976        454466962        454433350        454400839        454367848   
455067389     455011338        454970278        454929787        454891813        454851841        454813866        454776527        454740671        454706482        454671801        454637331        454602681        454567918        454534603        454500984        454466970        454433145        454400854        454367855   
455067181     455011346        454970286        454929795        454891839        454851858        454813882        454776535        454740697        454706508        454671819        454637349        454602699        454567926        454534611        454500786        454466988        454433152        454400862        454367863   
455067207     455011353        454970294        454929803        454891623        454851866        454813908        454776543        454740705        454706292        454671827        454637356        454602707        454567934        454534637        454500794        454466780        454433160        454400888        454367889   
455067231     455011361        454970302        454929811        454891631        454851874        454813692        454776550        454740762        454706300        454671835        454637372        454602715        454567959        454534645        454500802        454466798        454433178        454400896        454367897   
455067132     455011395        454970310        454929621        454891649        454851890        454813700        454776568        454740770        454706318        454671843        454637398        454602723        454567967        454534652        454500828        454466806        454433186        454400904        454367905   
455066852     455011411        454970336        454929639        454891664        454851916        454813718        454776584        454740788        454706326        454671850        454637414        454602731        454567975        454534454        454500836        454466814        454433202        454400912        454367699   
455066936     455011205        454970120        454929647        454891672        454851932        454813726        454776592        454740564        454706342        454671652        454637422        454602541        454567777        454534462        454500844        454466848        454433210        454400920        454367707   
455066951     455011221        454970138        454929654        454891680        454851759        454813734        454776386        454740572        454706359        454671660        454637224        454602558        454567785        454534470        454500851        454466855        454433228        454400714        454367715   
455066761     455011239        454970179        454929662        454891698        454851767        454813742        454776394        454740580        454706367        454671678        454637232        454602574        454567793        454534496        454500869        454466863        454433236        454400722        454367723   
455066647     455011247        454970187        454929688        454891706        454851775        454813775        454776428        454740598        454706375        454671686        454637240        454602590        454567801        454534504        454500661        454466871        454433244        454400730        454367731   
455066654     455011270        454970195        454929696        454891714        454851809        454813783        454776436        454740622        454706383        454671694        454637257        454602632        454567819        454534512        454500679        454466665        454433038        454400748        454367749   
455066704     455011288        454970211        454929704        454891722        454851825        454813791        454776444        454740648        454706391        454671702        454637265        454602426        454567827        454534520        454500687        454466673        454433046        454400755        454367756   
455066548     455011304        454970229        454929514        454891516        454851619        454813585        454776451        454740655        454706177        454671710        454637273        454602434        454567835        454534546        454500695        454466681        454433053        454400763        454367764   
455066555     455011098        454970013        454929522        454891524        454851635        454813601        454776469        454740457        454706185        454671728        454637281        454602442        454567843        454534553        454500703        454466699        454433079        454400771        454367772   
455066571     455011106        454970039        454929530        454891532        454851668        454813619        454776477        454740465        454706193        454671538        454637299        454602475        454567850        454534355        454500729        454466723        454433087        454400789        454367582   
455066423     455011114        454970062        454929555        454891573        454851676        454813627        454776279        454740473        454706219        454671553        454637307        454602483        454567876        454534363        454500737        454466731        454433095        454400805        454367590   
455066340     455011122        454970070        454929563        454891607        454851684        454813635        454776295        454740481        454706227        454671579        454637315        454602491        454567678        454534371        454500745        454466749        454433103        454400813        454367608   
455066357     455011130        454970096        454929597        454891615        454851502        454813643        454776303        454740499        454706235        454671587        454637117        454602509        454567686        454534389        454500752        454466756        454433111        454400607        454367616   
455066217     455011148        454970104        454929431        454891409        454851528        454813650        454776311        454740507        454706243        454671603        454637125        454602517        454567728        454534397        454500760        454466764        454433137        454400623        454367624   
455066290     455011155        454970112        454929449        454891425        454851536        454813668        454776329        454740515        454706268        454671629        454637133        454602301        454567736        454534405        454500778        454466566        454432923        454400631        454367632   
455066001     455011171        454969908        454929464        454891433        454851551        454813676        454776337        454740531        454706284        454671637        454637141        454602319        454567751        454534413        454500554        454466574        454432949        454400649        454367640   
455065870     455011189        454969924        454929472        454891441        454851569        454813684        454776345        454740549        454706060        454671421        454637158        454602327        454567553        454534421        454500562        454466582        454432964        454400656        454367657   
455065912     455011007        454969940        454929480        454891458        454851577        454813478        454776378        454740556        454706078        454671454        454637182        454602335        454567561        454534439        454500588        454466590        454432980        454400664        454367665   
455065821     455011031        454969973        454929290        454891474        454851593        454813494        454776170        454740341        454706086        454671470        454637190        454602343        454567579        454534447        454500596        454466608        454432998        454400672        454367673   
455065573     455011049        454969981        454929308        454891490        454851601        454813528        454776188        454740358        454706102        454671488        454637208        454602350        454567603        454534256        454500604        454466632        454433004        454400680        454367681   
455065474     455011056        454969809        454929324        454891292        454851395        454813536        454776196        454740366        454706110        454671496        454637018        454602368        454567645        454534272        454500620        454466640        454433012        454400698        454367475   
455065490     455011072        454969817        454929332        454891318        454851403        454813551        454776204        454740382        454706128        454671504        454637026        454602376        454567652        454534280        454500638        454466657        454433020        454400706        454367483   
455065318     455010876        454969825        454929357        454891326        454851411        454813569        454776212        454740390        454706144        454671512        454637034        454602400        454567421        454534306        454500646        454466442        454432816        454400508        454367491   
455065326     455010884        454969833        454929365        454891334        454851429        454813353        454776220        454740408        454706169        454671520        454637059        454602194        454567439        454534314        454500455        454466459        454432824        454400516        454367517   
455065334     455010900        454969841        454929373        454891342        454851437        454813379        454776238        454740416        454705955        454671322        454637067        454602202        454567447        454534330        454500463        454466467        454432832        454400524        454367525   
455065375     455010918        454969858        454929167        454891359        454851445        454813395        454776246        454740432        454705963        454671348        454637075        454602236        454567454        454534348        454500471        454466475        454432840        454400532        454367533   
455065201     455010934        454969866        454929183        454891367        454851460        454813403        454776253        454740440        454705971        454671355        454637083        454602244        454567462        454534132        454500489        454466483        454432857        454400540        454367541   
455065110     455010942        454969874        454929225        454891383        454851478        454813411        454776048        454740226        454705989        454671363        454637091        454602251        454567470        454534173        454500497        454466491        454432865        454400557        454367558   
455065029     455010959        454969882        454929233        454891185        454851486        454813437        454776055        454740234        454706003        454671371        454637109        454602269        454567496        454534215        454500505        454466509        454432873        454400573        454367566   
455065037     455010967        454969684        454929241        454891193        454851494        454813445        454776071        454740242        454706011        454671389        454636911        454602277        454567504        454534231        454500513        454466517        454432881        454400581        454367574   
455065078     455010975        454969692        454929258        454891227        454851288        454813452        454776105        454740259        454706029        454671397        454636929        454602293        454567520        454534025        454500521        454466525        454432899        454400599        454367368   
455064774     455010769        454969700        454929050        454891235        454851296        454813247        454776113        454740267        454706037        454671405        454636937        454602087        454567538        454534041        454500539        454466533        454432907        454400375        454367376   
455064642     455010777        454969718        454929068        454891243        454851304        454813262        454776139        454740283        454706052        454671223        454636945        454602095        454567314        454534058        454500547        454466541        454432915        454400383        454367384   
455064675     455010785        454969734        454929084        454891250        454851312        454813288        454776147        454740309        454705849        454671249        454636952        454602137        454567330        454534066        454500356        454466343        454432709        454400391        454367392   
455064428     455010801        454969759        454929100        454891268        454851338        454813296        454776154        454740317        454705856        454671264        454636978        454602145        454567348        454534074        454500364        454466350        454432717        454400409        454367400   
455064352     455010843        454969767        454929134        454891276        454851353        454813312        454775941        454740333        454705864        454671272        454636994        454602152        454567363        454534082        454500372        454466368        454432725        454400417        454367418   
455064113     455010868        454969775        454928920        454891284        454851361        454813338        454775982        454740119        454705880        454671280        454636770        454602186        454567389        454534090        454500380        454466376        454432733        454400433        454367426   
455063982     455010660        454969783        454928961        454891078        454851379        454813346        454775990        454740127        454705898        454671298        454636796        454601964        454567397        454533928        454500398        454466400        454432741        454400458        454367434   
455063883     455010694        454969569        454928979        454891086        454851171        454813130        454776014        454740135        454705914        454671306        454636804        454601972        454567405        454533951        454500406        454466418        454432758        454400466        454367442   
455063891     455010702        454969585        454929001        454891094        454851213        454813163        454776022        454740143        454705922        454671116        454636820        454601980        454567413        454533969        454500414        454466434        454432766        454400268        454367459   
455063933     455010538        454969593        454929027        454891102        454851221        454813171        454775818        454740168        454705948        454671140        454636838        454601998        454567199        454533977        454500448        454466236        454432774        454400276        454367467   
455063651     455010553        454969601        454929035        454891110        454851247        454813205        454775834        454740176        454705732        454671157        454636846        454602004        454567207        454533993        454500232        454466251        454432782        454400284        454367269   
455063750     455010579        454969668        454929043        454891128        454851270        454813213        454775842        454740184        454705740        454671181        454636853        454602012        454567223        454534009        454500257        454466269        454432808        454400300        454367277   
455063545     455010587        454969452        454928813        454891144        454851072        454813221        454775859        454740192        454705757        454671199        454636861        454602020        454567249        454534017        454500265        454466277        454432584        454400326        454367285   
455063594     455010595        454969460        454928821        454891151        454851080        454813239        454775867        454740200        454705781        454671207        454636879        454602038        454567256        454533811        454500273        454466285        454432600        454400342        454367293   
455063420     455010611        454969486        454928839        454891169        454851106        454813015        454775891        454739996        454705799        454671009        454636887        454602053        454567264        454533829        454500281        454466293        454432618        454400367        454367319   
455063446     455010413        454969502        454928854        454891177        454851122        454813023        454775909        454740002        454705815        454671017        454636663        454601857        454567272        454533837        454500299        454466301        454432626        454400151        454367327   
455063461     455010421        454969510        454928862        454890963        454851130        454813056        454775917        454740010        454705823        454671025        454636705        454601865        454567280        454533852        454500315        454466319        454432659        454400169        454367335   
455063248     455010439        454969528        454928870        454891011        454851163        454813080        454775925        454740028        454705831        454671041        454636713        454601881        454567082        454533886        454500323        454466327        454432675        454400177        454367350   
455063107     455010488        454969536        454928912        454891029        454850942        454813098        454775693        454740036        454705641        454671066        454636721        454601899        454567090        454533894        454500133        454466335        454432683        454400185        454367152   


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455063123     455010504        454969544        454928706        454891037        454850959        454813106        454775701        454740044        454705658        454671074        454636739        454601907        454567116        454533902        454500141        454466137        454432477        454400193        454367194   
455062984     455010306        454969346        454928722        454891045        454850967        454812900        454775735        454740051        454705666        454671090        454636747        454601915        454567124        454533704        454500158        454466145        454432485        454400201        454367210   
455063081     455010314        454969353        454928730        454890849        454850991        454812918        454775750        454740069        454705674        454671108        454636754        454601931        454567132        454533712        454500166        454466152        454432493        454400219        454367228   
455062893     455010322        454969361        454928755        454890864        454851007        454812926        454775768        454740085        454705682        454670894        454636556        454601956        454567157        454533720        454500182        454466160        454432501        454400235        454367236   
455062778     455010330        454969379        454928763        454890906        454851015        454812934        454775800        454740101        454705690        454670902        454636564        454601741        454566969        454533738        454500190        454466178        454432519        454400243        454367244   
455062794     455010348        454969395        454928797        454890922        454851023        454812942        454775586        454739905        454705716        454670910        454636572        454601758        454567017        454533746        454500208        454466186        454432527        454400250        454367046   
455062851     455010371        454969403        454928805        454890930        454850827        454812959        454775594        454739913        454705724        454670928        454636598        454601766        454567025        454533753        454500224        454466202        454432543        454400052        454367061   
455062869     455010389        454969411        454928615        454890955        454850835        454812967        454775602        454739921        454705518        454670936        454636606        454601774        454567033        454533761        454500026        454466210        454432568        454400060        454367079   
455062679     455010397        454969445        454928623        454890724        454850843        454812975        454775610        454739954        454705534        454670944        454636614        454601782        454567041        454533779        454500034        454466228        454432360        454400086        454367087   
455062430     455010405        454969221        454928631        454890732        454850876        454813007        454775628        454739962        454705542        454670977        454636622        454601790        454567058        454533787        454500042        454466012        454432378        454400094        454367111   
455062463     455010199        454969239        454928664        454890740        454850884        454812793        454775636        454739970        454705567        454670985        454636648        454601816        454567066        454533795        454500059        454466038        454432386        454400102        454367129   
455062513     455010215        454969247        454928672        454890765        454850900        454812801        454775644        454739988        454705575        454670993        454636655        454601824        454566852        454533803        454500067        454466046        454432394        454400110        454367137   
455062315     455010223        454969254        454928680        454890773        454850918        454812819        454775651        454739772        454705583        454670787        454636465        454601832        454566886        454533613        454500091        454466053        454432410        454400136        454366931   
455062323     455010272        454969262        454928474        454890781        454850934        454812843        454775677        454739780        454705591        454670795        454636473        454601642        454566894        454533639        454500109        454466061        454432428        454400144        454366980   
455062372     455010280        454969270        454928516        454890617        454850702        454812850        454775685        454739798        454705609        454670811        454636481        454601659        454566902        454533647        454500125        454466079        454432436        454399932        454366998   
455062406     455010082        454969296        454928524        454890633        454850710        454812868        454775495        454739806        454705617        454670829        454636515        454601667        454566936        454533654        454499914        454466087        454432451        454399940        454367004   
455062091     455010090        454969304        454928557        454890641        454850744        454812876        454775503        454739814        454705401        454670837        454636523        454601675        454566944        454533662        454499922        454466103        454432279        454399957        454367020   
455062042     455010108        454969312        454928565        454890658        454850751        454812884        454775537        454739830        454705419        454670845        454636531        454601683        454566753        454533670        454499930        454466111        454432287        454399965        454366816   
455061929     455010116        454969320        454928573        454890666        454850777        454812694        454775545        454739848        454705427        454670852        454636549        454601691        454566779        454533688        454499963        454465931        454432295        454399973        454366824   
455061689     455010124        454969114        454928367        454890674        454850785        454812702        454775578        454739855        454705435        454670860        454636358        454601709        454566787        454533696        454499971        454465956        454432303        454399981        454366832   
455061739     455010132        454969155        454928375        454890682        454850793        454812710        454775362        454739863        454705443        454670878        454636374        454601717        454566795        454533472        454499997        454465998        454432311        454399999        454366840   
455061549     455010157        454969189        454928383        454890716        454850595        454812736        454775396        454739871        454705450        454670662        454636390        454601725        454566803        454533480        454500000        454466004        454432329        454400003        454366857   
455061630     455010165        454969197        454928391        454890518        454850611        454812744        454775412        454739673        454705476        454670688        454636408        454601733        454566811        454533498        454500018        454465816        454432337        454400011        454366865   
455061465     455010173        454969205        454928409        454890534        454850637        454812751        454775446        454739681        454705484        454670696        454636416        454601527        454566829        454533506        454499807        454465832        454432352        454400029        454366873   
455061226     455010181        454969213        454928417        454890559        454850645        454812777        454775453        454739699        454705500        454670704        454636424        454601535        454566837        454533522        454499849        454465840        454432139        454400037        454366899   
455060996     455009977        454969007        454928458        454890567        454850660        454812785        454775271        454739707        454705294        454670720        454636432        454601543        454566845        454533530        454499856        454465857        454432147        454399825        454366907   
455061010     455009993        454969015        454928466        454890591        454850678        454812587        454775289        454739715        454705302        454670738        454636440        454601550        454566647        454533571        454499864        454465865        454432162        454399833        454366915   
455061036     455010009        454969023        454928250        454890401        454850488        454812595        454775305        454739723        454705310        454670746        454636242        454601576        454566654        454533589        454499872        454465873        454432196        454399841        454366709   
455060889     455010017        454969031        454928276        454890419        454850496        454812603        454775313        454739749        454705344        454670761        454636275        454601584        454566704        454533597        454499880        454465881        454432204        454399874        454366717   
455060921     455010025        454969049        454928284        454890450        454850504        454812611        454775321        454739756        454705369        454670779        454636283        454601592        454566712        454533365        454499898        454465899        454432212        454399882        454366741   
455060566     455010033        454969072        454928292        454890468        454850512        454812637        454775339        454739764        454705385        454670555        454636309        454601618        454566720        454533381        454499690        454465907        454432220        454399890        454366758   
455060590     455010041        454969080        454928334        454890286        454850520        454812652        454775347        454739558        454705393        454670563        454636317        454601410        454566738        454533399        454499708        454465709        454432238        454399916        454366766   
455060640     455010066        454969098        454928342        454890302        454850553        454812660        454775149        454739574        454705187        454670571        454636325        454601444        454566548        454533407        454499716        454465725        454432246        454399924        454366774   
455060434     455010074        454969106        454928359        454890310        454850561        454812678        454775156        454739582        454705195        454670589        454636333        454601451        454566571        454533415        454499724        454465733        454432048        454399692        454366782   
455060509     455009852        454968900        454928151        454890336        454850587        454812454        454775172        454739590        454705203        454670597        454636135        454601469        454566589        454533423        454499757        454465741        454432055        454399700        454366790   
455060376     455009878        454968918        454928177        454890344        454850389        454812470        454775180        454739608        454705229        454670605        454636143        454601477        454566597        454533431        454499765        454465758        454432063        454399718        454366808   
455060384     455009886        454968926        454928185        454890351        454850397        454812488        454775198        454739632        454705237        454670613        454636150        454601485        454566613        454533456        454499799        454465766        454432071        454399734        454366592   
455060244     455009902        454968942        454928193        454890377        454850405        454812504        454775214        454739640        454705245        454670621        454636184        454601501        454566621        454533464        454499583        454465774        454432089        454399742        454366600   
455060277     455009910        454968959        454928227        454890385        454850413        454812512        454775222        454739442        454705260        454670639        454636192        454601519        454566639        454533241        454499591        454465782        454432105        454399759        454366626   
455060145     455009928        454968967        454928235        454890187        454850447        454812520        454775230        454739459        454705070        454670464        454636200        454601329        454566431        454533274        454499609        454465790        454432113        454399791        454366634   
455059998     455009936        454968975        454928243        454890203        454850454        454812538        454775248        454739475        454705096        454670472        454636218        454601337        454566456        454533290        454499617        454465808        454431917        454399809        454366642   
455060020     455009944        454968983        454928037        454890237        454850272        454812561        454775024        454739483        454705104        454670480        454636226        454601352        454566498        454533308        454499625        454465592        454431925        454399585        454366659   
455060046     455009969        454968785        454928052        454890245        454850280        454812348        454775032        454739491        454705120        454670498        454636234        454601360        454566506        454533324        454499633        454465600        454431933        454399593        454366667   
455059956     455009738        454968801        454928078        454890096        454850298        454812363        454775065        454739509        454705146        454670506        454636036        454601378        454566514        454533332        454499641        454465618        454431941        454399601        454366675   
455059824     455009746        454968827        454928086        454890104        454850306        454812371        454775073        454739517        454705153        454670514        454636044        454601394        454566530        454533340        454499476        454465626        454431966        454399650        454366683   
455059840     455009761        454968835        454928110        454890112        454850322        454812389        454775081        454739525        454705161        454670530        454636069        454601204        454566324        454533357        454499484        454465634        454431974        454399668        454366691   
455059865     455009779        454968843        454928128        454890153        454850330        454812421        454775099        454739541        454705179        454670332        454636077        454601212        454566332        454533134        454499492        454465659        454431982        454399684        454366485   
455059733     455009787        454968876        454928136        454889940        454850348        454812439        454775107        454739335        454704966        454670340        454636085        454601220        454566340        454533142        454499500        454465667        454431990        454399478        454366493   
455059626     455009803        454968884        454927930        454889957        454850355        454812447        454775115        454739343        454704974        454670357        454636093        454601238        454566357        454533159        454499518        454465691        454431800        454399486        454366501   
455059501     455009811        454968686        454927948        454889965        454850165        454812231        454775131        454739368        454704990        454670365        454636101        454601246        454566365        454533167        454499526        454465527        454431826        454399494        454366519   
455059394     455009837        454968694        454927971        454889973        454850173        454812249        454774928        454739384        454705013        454670373        454636119        454601253        454566373        454533183        454499575        454465535        454431834        454399510        454366527   
455059105     455009613        454968702        454927997        454889999        454850199        454812314        454774936        454739400        454705021        454670381        454636127        454601261        454566381        454533209        454499377        454465543        454431867        454399528        454366535   
455059113     455009639        454968736        454928003        454890013        454850207        454812322        454774944        454739418        454705039        454670399        454635913        454601279        454566399        454533217        454499385        454465568        454431875        454399536        454366543   
455059139     455009647        454968744        454927815        454890047        454850215        454812330        454774969        454739426        454705054        454670407        454635921        454601287        454566423        454533225        454499401        454465584        454431883        454399544        454366550   
455059170     455009654        454968751        454927823        454889833        454850231        454812124        454774977        454739434        454705062        454670415        454635939        454601097        454566217        454533233        454499427        454465386        454431909        454399551        454366568   
455059063     455009662        454968769        454927872        454889841        454850249        454812157        454774985        454739228        454704883        454670423        454635947        454601105        454566233        454533043        454499443        454465394        454431693        454399569        454366576   
455059089     455009688        454968561        454927880        454889866        454850058        454812165        454775008        454739236        454704891        454670431        454635954        454601113        454566241        454533050        454499450        454465402        454431719        454399577        454366584   
455058917     455009696        454968579        454927906        454889874        454850066        454812173        454774803        454739244        454704909        454670217        454635962        454601121        454566258        454533068        454499278        454465410        454431727        454399361        454366378   
455058776     455009712        454968587        454927732        454889882        454850074        454812215        454774811        454739269        454704917        454670233        454635970        454601147        454566266        454533076        454499286        454465428        454431735        454399379        454366386   
455058818     455009506        454968595        454927757        454889890        454850082        454812223        454774837        454739277        454704925        454670241        454635988        454601154        454566274        454533084        454499294        454465444        454431743        454399387        454366394   
455058834     455009514        454968603        454927765        454889908        454850090        454812017        454774845        454739285        454704933        454670258        454636010        454601162        454566282        454533092        454499302        454465469        454431750        454399395        454366402   
455058859     455009522        454968611        454927781        454889916        454850108        454812025        454774852        454739293        454704941        454670266        454635822        454601170        454566290        454533100        454499328        454465477        454431776        454399411        454366410   
455058867     455009530        454968629        454927807        454889924        454850140        454812058        454774860        454739301        454704958        454670308        454635830        454601196        454566308        454533118        454499336        454465279        454431784        454399437        454366428   
455058875     455009548        454968637        454927591        454889932        454849977        454812066        454774878        454739319        454704750        454670316        454635848        454600982        454566316        454533126        454499351        454465287        454431792        454399445        454366436   
455058669     455009555        454968652        454927609        454889759        454849993        454812074        454774886        454739111        454704768        454670324        454635863        454600990        454566100        454532938        454499195        454465303        454431586        454399460        454366451   
455058719     455009563        454968660        454927625        454889767        454850009        454812082        454774894        454739129        454704776        454670100        454635871        454601006        454566126        454532946        454499203        454465311        454431602        454399262        454366469   
455058735     455009571        454968454        454927641        454889775        454850017        454812116        454774902        454739137        454704784        454670118        454635889        454601014        454566134        454532953        454499211        454465329        454431610        454399270        454366477   
455058743     455009597        454968462        454927658        454889783        454850041        454811902        454774696        454739186        454704792        454670126        454635897        454601022        454566142        454532961        454499229        454465337        454431628        454399288        454366279   
455058552     455009407        454968488        454927666        454889809        454849845        454811910        454774704        454739194        454704800        454670134        454635905        454601030        454566175        454532979        454499237        454465352        454431636        454399296        454366287   
455058636     455009415        454968496        454927690        454889825        454849852        454811928        454774712        454739004        454704818        454670142        454635707        454601048        454565995        454532987        454499245        454465360        454431644        454399304        454366295   
455058651     455009431        454968512        454927492        454889619        454849878        454811944        454774738        454739012        454704826        454670167        454635715        454601055        454566027        454533001        454499252        454465378        454431651        454399312        454366303   
455058511     455009449        454968538        454927518        454889650        454849928        454811977        454774746        454739053        454704834        454670175        454635756        454601063        454566043        454533019        454499054        454465170        454431669        454399338        454366311   
455058354     455009456        454968546        454927526        454889668        454849936        454811993        454774753        454739061        454704842        454670183        454635772        454601071        454566092        454532797        454499062        454465188        454431677        454399148        454366329   


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455058412     455009480        454968553        454927534        454889684        454849720        454812009        454774761        454739079        454704859        454670191        454635780        454600875        454565888        454532821        454499070        454465204        454431685        454399155        454366337   
455058206     455009498        454968371        454927542        454889718        454849738        454811837        454774779        454739087        454704669        454669995        454635806        454600883        454565896        454532839        454499088        454465212        454431479        454399163        454366352   
455058230     455009290        454968405        454927559        454889502        454849753        454811852        454774787        454739095        454704685        454670001        454635590        454600891        454565904        454532847        454499096        454465220        454431487        454399189        454366360   
455058156     455009308        454968231        454927567        454889510        454849779        454811878        454774795        454739103        454704693        454670027        454635608        454600909        454565938        454532854        454499104        454465238        454431495        454399197        454366154   
455058172     455009316        454968249        454927583        454889528        454849795        454811894        454774589        454738899        454704701        454670035        454635624        454600925        454565946        454532862        454499112        454465246        454431503        454399213        454366170   
455058032     455009324        454968272        454927377        454889536        454849811        454811688        454774597        454738907        454704719        454670043        454635632        454600933        454565961        454532888        454499120        454465253        454431511        454399221        454366196   
455058073     455009340        454968280        454927385        454889551        454849639        454811696        454774605        454738915        454704727        454670050        454635640        454600941        454565979        454532680        454499138        454465261        454431529        454399239        454366204   
455057893     455009357        454968298        454927427        454889569        454849647        454811704        454774613        454738923        454704735        454670068        454635657        454600958        454565797        454532698        454499153        454465063        454431537        454399031        454366212   
455057919     455009365        454968306        454927435        454889577        454849654        454811712        454774621        454738931        454704743        454670076        454635665        454600966        454565805        454532706        454498940        454465071        454431545        454399049        454366220   
455057810     455009175        454968322        454927476        454889593        454849670        454811738        454774639        454738949        454704552        454670084        454635673        454600974        454565813        454532714        454498973        454465089        454431552        454399056        454366253   
455057828     455009191        454968330        454927260        454889379        454849696        454811746        454774662        454738964        454704560        454670092        454635509        454600768        454565821        454532722        454498981        454465097        454431560        454399072        454366048   
455057836     455009209        454968124        454927278        454889387        454849704        454811753        454774670        454738972        454704586        454669888        454635517        454600776        454565839        454532730        454498999        454465105        454431362        454399080        454366055   
455057679     455009217        454968132        454927286        454889445        454849506        454811761        454774472        454738998        454704602        454669896        454635558        454600784        454565847        454532748        454499005        454465113        454431370        454399098        454366071   
455057554     455009225        454968157        454927310        454889452        454849522        454811779        454774480        454738782        454704610        454669904        454635566        454600792        454565854        454532755        454499013        454465121        454431388        454399106        454366089   
455057422     455009258        454968165        454927328        454889460        454849530        454811589        454774498        454738790        454704628        454669912        454635574        454600800        454565870        454532763        454499021        454465139        454431396        454399114        454366097   
455057331     455009274        454968173        454927336        454889478        454849548        454811621        454774514        454738816        454704636        454669938        454635368        454600818        454565672        454532771        454499039        454465147        454431404        454399122        454366113   
455057349     455009076        454968181        454927344        454889486        454849555        454811639        454774530        454738824        454704438        454669946        454635376        454600826        454565680        454532789        454499047        454465154        454431412        454399130        454366139   
455057356     455009100        454968207        454927369        454889262        454849563        454811647        454774548        454738832        454704446        454669953        454635384        454600834        454565698        454532573        454498841        454465162        454431438        454398918        454366147   
455057380     455009118        454968215        454927146        454889270        454849571        454811654        454774555        454738840        454704461        454669961        454635392        454600842        454565706        454532581        454498858        454464959        454431453        454398926        454365933   
455057075     455009126        454968223        454927161        454889288        454849589        454811662        454774571        454738857        454704479        454669979        454635400        454600859        454565714        454532599        454498866        454464967        454431461        454398934        454365941   
455057091     455009134        454968017        454927187        454889304        454849597        454811472        454774381        454738865        454704495        454669987        454635418        454600867        454565722        454532623        454498874        454464983        454431255        454398942        454365958   
455057125     455009142        454968025        454927195        454889338        454849605        454811498        454774407        454738873        454704511        454669789        454635426        454600669        454565755        454532631        454498882        454464991        454431263        454398959        454365966   
455056952     455009167        454968033        454927237        454889353        454849399        454811514        454774415        454738881        454704529        454669797        454635442        454600685        454565557        454532656        454498916        454465006        454431271        454398967        454365974   
455056960     455008953        454968074        454927245        454889155        454849407        454811555        454774423        454738675        454704537        454669805        454635459        454600693        454565573        454532664        454498924        454465014        454431289        454398975        454365990   
455056986     455008961        454968082        454927047        454889163        454849415        454811563        454774456        454738691        454704321        454669813        454635467        454600701        454565599        454532672        454498932        454465022        454431297        454398983        454366022   
455057000     455008979        454968090        454927054        454889171        454849423        454811365        454774464        454738709        454704339        454669839        454635251        454600719        454565623        454532466        454498734        454465030        454431305        454399007        454366030   
455057018     455008987        454968108        454927062        454889189        454849464        454811407        454774258        454738717        454704347        454669847        454635269        454600727        454565631        454532474        454498759        454465055        454431313        454399015        454365826   
455057026     455008995        454968116        454927070        454889197        454849498        454811415        454774266        454738725        454704388        454669854        454635277        454600750        454565649        454532482        454498767        454464868        454431321        454399023        454365834   
455056846     455009019        454967910        454927088        454889213        454849282        454811423        454774274        454738733        454704396        454669862        454635285        454600552        454565656        454532490        454498791        454464876        454431339        454398801        454365842   
455056861     455009035        454967928        454927096        454889221        454849290        454811431        454774290        454738758        454704404        454669870        454635293        454600560        454565441        454532508        454498817        454464884        454431347        454398819        454365859   
455056879     455009050        454967936        454927120        454889239        454849308        454811449        454774308        454738766        454704412        454669649        454635301        454600594        454565466        454532516        454498825        454464892        454431354        454398827        454365867   
455056887     455008888        454967944        454927138        454889247        454849316        454811456        454774324        454738774        454704420        454669656        454635319        454600602        454565474        454532524        454498833        454464900        454431156        454398835        454365875   
455056895     455008896        454967951        454926924        454889254        454849324        454811241        454774332        454738568        454704222        454669664        454635327        454600610        454565482        454532540        454498635        454464918        454431164        454398850        454365883   
455056903     455008904        454967969        454926932        454889049        454849340        454811258        454774340        454738576        454704248        454669672        454635335        454600636        454565490        454532557        454498643        454464926        454431172        454398868        454365891   
455056937     455008912        454967977        454926957        454889064        454849357        454811266        454774357        454738584        454704255        454669698        454635350        454600644        454565516        454532359        454498668        454464934        454431180        454398876        454365909   
455056945     455008920        454967993        454926965        454889072        454849373        454811282        454774142        454738592        454704263        454669706        454635145        454600651        454565524        454532367        454498676        454464942        454431198        454398892        454365925   
455056721     455008946        454967795        454926973        454889106        454849183        454811290        454774167        454738600        454704271        454669714        454635152        454600446        454565532        454532383        454498684        454464751        454431214        454398900        454365727   
455056739     455008730        454967803        454926999        454889114        454849191        454811316        454774175        454738618        454704289        454669722        454635160        454600453        454565334        454532391        454498692        454464769        454431222        454398694        454365735   
455056747     455008748        454967829        454927005        454889130        454849209        454811324        454774183        454738626        454704297        454669730        454635178        454600461        454565342        454532417        454498700        454464793        454431230        454398702        454365743   
455056754     455008755        454967845        454927013        454889148        454849217        454811332        454774191        454738634        454704313        454669755        454635186        454600479        454565359        454532425        454498718        454464801        454431248        454398710        454365750   
455056762     455008763        454967860        454926817        454888942        454849225        454811340        454774217        454738642        454704115        454669524        454635194        454600487        454565367        454532433        454498726        454464819        454431032        454398728        454365768   
455056770     455008771        454967878        454926825        454888959        454849241        454811142        454774233        454738659        454704123        454669532        454635202        454600495        454565375        454532441        454498528        454464835        454431040        454398736        454365776   
455056788     455008797        454967886        454926858        454888967        454849258        454811183        454774241        454738667        454704131        454669540        454635210        454600511        454565383        454532458        454498536        454464645        454431057        454398751        454365784   
455056796     455008813        454967894        454926866        454888975        454849274        454811191        454774035        454738469        454704149        454669557        454635228        454600529        454565409        454532243        454498544        454464678        454431065        454398769        454365800   
455056804     455008839        454967670        454926874        454888983        454849050        454811209        454774043        454738477        454704156        454669565        454635236        454600537        454565425        454532268        454498551        454464686        454431073        454398579        454365818   
455056820     455008623        454967688        454926882        454889007        454849068        454811217        454774050        454738493        454704164        454669573        454635244        454600545        454565433        454532276        454498569        454464694        454431081        454398587        454365594   
455056614     455008631        454967712        454926890        454889015        454849100        454811233        454774076        454738519        454704172        454669581        454635038        454600321        454565227        454532292        454498585        454464710        454431099        454398595        454365602   
455056622     455008649        454967720        454926908        454889023        454849118        454811027        454774092        454738527        454704198        454669599        454635046        454600339        454565235        454532300        454498593        454464728        454431107        454398603        454365628   
455056648     455008664        454967738        454926916        454889031        454849126        454811035        454774100        454738535        454704214        454669607        454635053        454600354        454565243        454532318        454498601        454464736        454431115        454398645        454365644   
455056655     455008672        454967746        454926700        454888827        454849134        454811050        454774118        454738543        454704008        454669623        454635061        454600362        454565250        454532334        454498627        454464512        454431123        454398652        454365651   
455056663     455008680        454967753        454926718        454888835        454848946        454811076        454774126        454738550        454704016        454669631        454635079        454600388        454565268        454532342        454498403        454464520        454431131        454398660        454365669   
455056689     455008698        454967779        454926726        454888850        454848953        454811084        454774134        454738345        454704032        454669417        454635087        454600396        454565276        454532128        454498411        454464538        454430927        454398678        454365677   
455056705     455008706        454967563        454926759        454888876        454848979        454811092        454773920        454738352        454704040        454669441        454635095        454600404        454565292        454532136        454498429        454464546        454430935        454398686        454365685   
455056713     455008516        454967571        454926767        454888884        454848995        454811100        454773938        454738360        454704057        454669458        454635103        454600412        454565300        454532144        454498437        454464553        454430943        454398462        454365693   
455056507     455008524        454967589        454926775        454888892        454849027        454811126        454773946        454738386        454704065        454669474        454635111        454600420        454565318        454532177        454498445        454464579        454430950        454398470        454365701   
455056515     455008532        454967597        454926783        454888900        454848847        454810912        454773953        454738428        454704073        454669482        454635129        454600438        454565102        454532201        454498452        454464587        454430984        454398488        454365487   
455056523     455008540        454967639        454926791        454888918        454848854        454810938        454773979        454738238        454704081        454669490        454634924        454600214        454565128        454532219        454498478        454464595        454431008        454398496        454365503   
455056549     455008557        454967647        454926809        454888769        454848862        454810987        454773987        454738253        454704107        454669508        454634932        454600222        454565136        454532227        454498494        454464611        454431016        454398504        454365511   
455056556     455008565        454967654        454926577        454888785        454848870        454810995        454773995        454738279        454703893        454669516        454634940        454600230        454565144        454532235        454498510        454464629        454430810        454398512        454365529   
455056564     455008573        454967662        454926593        454888801        454848888        454811001        454774019        454738303        454703901        454669318        454634957        454600248        454565151        454532003        454498296        454464405        454430828        454398520        454365545   
455056572     455008409        454967456        454926601        454888819        454848896        454811019        454773813        454738311        454703927        454669326        454634965        454600255        454565177        454532011        454498304        454464413        454430851        454398546        454365552   
455056580     455008417        454967472        454926619        454888629        454848904        454810805        454773839        454738329        454703935        454669334        454634981        454600271        454565185        454532029        454498320        454464421        454430869        454398553        454365560   
455056606     455008425        454967480        454926627        454888637        454848912        454810821        454773854        454738337        454703943        454669359        454634999        454600289        454565201        454532037        454498338        454464447        454430877        454398561        454365578   
455056390     455008433        454967498        454926635        454888645        454848920        454810854        454773904        454738113        454703950        454669367        454635004        454600297        454564998        454532045        454498353        454464454        454430885        454398363        454365586   
455056408     455008441        454967506        454926643        454888652        454848938        454810862        454773706        454738147        454703968        454669375        454635012        454600305        454565003        454532060        454498361        454464462        454430901        454398371        454365362   
455056416     455008466        454967514        454926650        454888660        454848722        454810888        454773722        454738188        454703976        454669383        454635020        454600313        454565011        454532094        454498387        454464470        454430919        454398389        454365370   
455056424     455008474        454967530        454926460        454888678        454848730        454810896        454773730        454738196        454703984        454669409        454634825        454600123        454565029        454532102        454498395        454464488        454430703        454398405        454365396   
455056432     455008482        454967548        454926486        454888686        454848763        454810904        454773748        454738204        454703992        454669193        454634833        454600131        454565037        454532110        454498189        454464298        454430729        454398421        454365446   
455056440     455008490        454967340        454926502        454888694        454848771        454810698        454773755        454738006        454703786        454669219        454634841        454600149        454565045        454531898        454498197        454464306        454430737        454398249        454365461   
455056465     455008508        454967357        454926510        454888702        454848797        454810706        454773763        454738014        454703794        454669227        454634858        454600156        454565052        454531906        454498205        454464314        454430760        454398256        454365479   
455056473     455008326        454967373        454926528        454888710        454848805        454810714        454773771        454738030        454703802        454669235        454634866        454600164        454565060        454531922        454498213        454464322        454430778        454398264        454365263   
455056481     455008342        454967381        454926544        454888512        454848821        454810722        454773797        454738048        454703810        454669243        454634874        454600180        454565078        454531948        454498239        454464330        454430786        454398280        454365271   
455056499     455008367        454967399        454926551        454888520        454848615        454810730        454773805        454738063        454703836        454669250        454634890        454600198        454564899        454531955        454498247        454464348        454430794        454398298        454365289   


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455056283     455008185        454967407        454926353        454888546        454848623        454810755        454773599        454738071        454703844        454669268        454634908        454600206        454564907        454531963        454498254        454464355        454430802        454398306        454365297   
455056291     455008201        454967431        454926379        454888553        454848649        454810763        454773615        454738089        454703851        454669276        454634916        454600024        454564915        454531971        454498262        454464363        454430596        454398314        454365305   
455056317     455008219        454967449        454926387        454888561        454848664        454810789        454773623        454738097        454703869        454669292        454634718        454600032        454564923        454531997        454498270        454464371        454430604        454398322        454365313   
455056325     455008243        454967241        454926411        454888579        454848672        454810581        454773649        454738105        454703877        454669078        454634726        454600040        454564931        454531799        454498080        454464397        454430612        454398330        454365321   
455056333     455008250        454967258        454926445        454888587        454848680        454810599        454773656        454737891        454703661        454669086        454634734        454600057        454564949        454531807        454498106        454464181        454430620        454398348        454365347   
455056341     455008268        454967266        454926270        454888603        454848698        454810649        454773672        454737909        454703679        454669094        454634742        454600065        454564956        454531815        454498114        454464199        454430638        454398132        454365354   
455056358     455008060        454967274        454926296        454888405        454848714        454810656        454773698        454737925        454703703        454669102        454634759        454600081        454564964        454531831        454498130        454464207        454430646        454398140        454365149   
455056366     455008094        454967282        454926320        454888413        454848516        454810672        454773490        454737933        454703711        454669110        454634767        454600099        454564972        454531849        454498148        454464215        454430653        454398157        454365156   
455056374     455008110        454967308        454926338        454888421        454848524        454810490        454773516        454737941        454703729        454669128        454634775        454600107        454564782        454531856        454498155        454464223        454430687        454398165        454365164   
455056382     455008128        454967126        454926130        454888447        454848532        454810508        454773524        454737958        454703745        454669136        454634783        454599895        454564816        454531864        454498163        454464249        454430489        454398173        454365172   
455056176     455008136        454967134        454926155        454888454        454848540        454810516        454773532        454737966        454703778        454669169        454634791        454599903        454564824        454531872        454498171        454464256        454430497        454398181        454365198   
455056184     455008144        454967142        454926163        454888470        454848557        454810524        454773540        454737982        454703562        454669177        454634809        454599911        454564832        454531880        454497975        454464264        454430505        454398207        454365206   
455056200     455008151        454967167        454926221        454888488        454848565        454810540        454773557        454737990        454703570        454668963        454634619        454599929        454564840        454531666        454497983        454464272        454430513        454398215        454365214   
455056218     455007955        454967175        454926239        454888504        454848573        454810557        454773565        454737792        454703588        454668971        454634635        454599952        454564857        454531682        454497991        454464082        454430521        454398231        454365222   
455056226     455007963        454967183        454926023        454888306        454848599        454810375        454773375        454737800        454703604        454668989        454634643        454599960        454564873        454531690        454498023        454464090        454430539        454398025        454365230   
455056234     455007971        454967191        454926031        454888314        454848607        454810391        454773391        454737826        454703612        454669003        454634650        454599978        454564691        454531716        454498049        454464116        454430547        454398033        454365032   
455056242     455007989        454967209        454926056        454888330        454848391        454810417        454773409        454737834        454703620        454669029        454634668        454599986        454564709        454531724        454498056        454464132        454430554        454398041        454365040   
455056275     455008029        454967217        454926072        454888363        454848409        454810433        454773441        454737842        454703638        454669045        454634676        454599994        454564717        454531732        454498064        454464140        454430562        454398066        454365073   
455056069     455008045        454967027        454926106        454888371        454848417        454810441        454773458        454737859        454703653        454669052        454634684        454599788        454564725        454531740        454498072        454464157        454430570        454398082        454365081   
455056077     455008052        454967035        454926114        454888199        454848425        454810466        454773466        454737867        454703448        454669060        454634692        454599804        454564733        454531757        454497868        454464173        454430588        454398090        454365099   
455056085     455007831        454967050        454925918        454888207        454848433        454810276        454773474        454737875        454703455        454668856        454634700        454599812        454564741        454531765        454497876        454463969        454430380        454398108        454365107   
455056093     455007872        454967076        454925926        454888231        454848441        454810284        454773268        454737883        454703463        454668864        454634494        454599838        454564758        454531559        454497884        454463985        454430398        454398124        454365123   
455056101     455007898        454967100        454925934        454888249        454848458        454810292        454773276        454737685        454703489        454668872        454634502        454599846        454564766        454531567        454497892        454463993        454430406        454397910        454365131   
455056119     455007914        454967118        454925967        454888264        454848466        454810300        454773300        454737693        454703497        454668880        454634510        454599853        454564774        454531575        454497900        454464009        454430414        454397928        454364936   
455056127     455007922        454966904        454925975        454888272        454848474        454810326        454773318        454737701        454703505        454668898        454634528        454599861        454564576        454531609        454497926        454464017        454430455        454397951        454364944   
455056135     455007948        454966920        454925983        454888280        454848276        454810334        454773326        454737719        454703513        454668906        454634536        454599879        454564584        454531617        454497934        454464025        454430463        454397969        454364951   
455056150     455007724        454966938        454926007        454888074        454848292        454810359        454773334        454737727        454703539        454668922        454634544        454599887        454564592        454531633        454497942        454464033        454430471        454397977        454364969   
455055954     455007732        454966946        454925801        454888082        454848300        454810151        454773342        454737735        454703356        454668930        454634551        454599671        454564600        454531641        454497959        454464058        454430265        454397993        454364977   
455055962     455007757        454966953        454925819        454888124        454848318        454810177        454773359        454737776        454703364        454668948        454634569        454599689        454564618        454531658        454497967        454464066        454430273        454398009        454364985   
455055970     455007765        454966961        454925843        454888132        454848326        454810185        454773177        454737560        454703372        454668955        454634577        454599697        454564634        454531435        454497751        454463852        454430281        454398017        454364993   
455055988     455007781        454966995        454925850        454888140        454848342        454810201        454773185        454737578        454703380        454668740        454634379        454599705        454564642        454531450        454497769        454463878        454430323        454397845        454365008   
455056010     455007799        454967001        454925868        454888157        454848367        454810219        454773219        454737586        454703398        454668765        454634387        454599747        454564659        454531492        454497777        454463886        454430331        454397852        454365016   
455056028     455007815        454966797        454925892        454888165        454848375        454810227        454773227        454737602        454703414        454668773        454634403        454599754        454564675        454531500        454497785        454463894        454430349        454397878        454365024   
455056036     455007617        454966821        454925900        454887951        454848383        454810235        454773250        454737610        454703232        454668781        454634411        454599770        454564469        454531518        454497793        454463902        454430356        454397886        454364811   
455056044     455007633        454966847        454925694        454887977        454848144        454810037        454773045        454737628        454703257        454668799        454634429        454599564        454564477        454531526        454497801        454463910        454430158        454397902        454364829   
455055848     455007658        454966854        454925702        454887993        454848169        454810045        454773052        454737644        454703273        454668815        454634437        454599580        454564485        454531534        454497819        454463936        454430166        454397688        454364837   
455055855     455007666        454966888        454925710        454888017        454848193        454810052        454773060        454737651        454703307        454668831        454634445        454599598        454564493        454531542        454497827        454463944        454430174        454397696        454364845   
455055863     455007674        454966680        454925728        454888033        454848219        454810060        454773078        454737669        454703315        454668849        454634452        454599606        454564519        454531310        454497645        454463951        454430182        454397704        454364860   
455055871     455007690        454966698        454925744        454888058        454848235        454810078        454773086        454737453        454703323        454668625        454634288        454599614        454564550        454531344        454497660        454463746        454430208        454397753        454364878   
455055889     455007708        454966714        454925777        454887852        454848250        454810094        454773094        454737461        454703331        454668641        454634296        454599622        454564352        454531351        454497678        454463753        454430224        454397761        454364886   
455055905     455007716        454966722        454925785        454887894        454848037        454810136        454773110        454737479        454703125        454668658        454634304        454599630        454564386        454531369        454497694        454463761        454430232        454397779        454364902   
455055913     455007500        454966748        454925595        454887910        454848045        454809914        454773144        454737487        454703133        454668674        454634312        454599648        454564410        454531385        454497702        454463779        454430257        454397555        454364910   
455055939     455007518        454966763        454925603        454887936        454848060        454809922        454772948        454737495        454703158        454668682        454634320        454599663        454564428        454531401        454497710        454463787        454430042        454397563        454364696   
455055947     455007526        454966771        454925637        454887746        454848078        454809955        454772963        454737503        454703166        454668690        454634338        454599465        454564436        454531419        454497744        454463803        454430059        454397605        454364704   
455055749     455007559        454966789        454925645        454887753        454848086        454809963        454772971        454737511        454703182        454668724        454634346        454599473        454564451        454531427        454497538        454463811        454430067        454397613        454364738   
455055772     455007567        454966573        454925678        454887761        454848094        454809997        454772989        454737529        454703190        454668732        454634353        454599507        454564246        454531211        454497546        454463829        454430083        454397639        454364746   
455055780     455007583        454966649        454925686        454887795        454848110        454810003        454773011        454737545        454703208        454668518        454634361        454599523        454564261        454531229        454497561        454463845        454430091        454397647        454364753   
455055806     455007609        454966664        454925470        454887803        454848128        454810029        454772815        454737388        454703216        454668526        454634155        454599531        454564279        454531237        454497579        454463639        454430117        454397654        454364779   
455055814     455007393        454966474        454925496        454887811        454848136        454809807        454772823        454737412        454703224        454668534        454634163        454599549        454564287        454531252        454497587        454463647        454430125        454397662        454364787   
455055822     455007419        454966490        454925504        454887829        454847922        454809815        454772831        454737438        454703018        454668542        454634171        454599556        454564295        454531260        454497603        454463654        454430141        454397670        454364795   
455055830     455007427        454966516        454925520        454887837        454847930        454809831        454772849        454737446        454703026        454668559        454634189        454599358        454564311        454531286        454497611        454463696        454429911        454397449        454364597   
455055624     455007435        454966532        454925538        454887639        454847948        454809849        454772864        454737230        454703034        454668567        454634197        454599366        454564329        454531294        454497629        454463704        454429929        454397456        454364605   
455055640     455007443        454966540        454925546        454887647        454847955        454809856        454772880        454737248        454703042        454668583        454634205        454599374        454564337        454531302        454497637        454463712        454429937        454397464        454364613   
455055657     455007450        454966565        454925561        454887654        454847963        454809864        454772906        454737263        454703059        454668591        454634221        454599382        454564345        454531096        454497421        454463720        454429945        454397472        454364621   
455055665     455007468        454966342        454925579        454887670        454847971        454809880        454772914        454737289        454703067        454668609        454634239        454599390        454564139        454531104        454497439        454463738        454429952        454397480        454364654   
455055673     455007476        454966359        454925363        454887688        454847989        454809898        454772708        454737297        454703075        454668617        454634247        454599408        454564147        454531112        454497447        454463522        454429960        454397498        454364670   
455055681     455007484        454966375        454925371        454887712        454847997        454809906        454772740        454737313        454703083        454668401        454634254        454599416        454564154        454531120        454497454        454463530        454429978        454397506        454364688   
455055707     455007492        454966383        454925397        454887720        454847815        454809708        454772757        454737321        454703091        454668419        454634056        454599424        454564170        454531138        454497462        454463548        454429986        454397522        454364464   
455055715     455007302        454966391        454925405        454887522        454847823        454809716        454772773        454737339        454703109        454668427        454634064        454599432        454564188        454531146        454497488        454463555        454429994        454397530        454364480   
455055723     455007310        454966409        454925421        454887530        454847831        454809724        454772781        454737131        454703117        454668435        454634098        454599234        454564204        454531153        454497496        454463589        454430000        454397548        454364506   
455055517     455007328        454966417        454925447        454887548        454847849        454809740        454772799        454737156        454702911        454668450        454634106        454599242        454564220        454531161        454497520        454463597        454430018        454397340        454364514   
455055533     455007336        454966458        454925462        454887555        454847856        454809757        454772807        454737172        454702929        454668468        454634114        454599267        454564238        454531179        454497306        454463605        454429796        454397357        454364522   
455055541     455007351        454966268        454925256        454887563        454847872        454809765        454772591        454737214        454702945        454668476        454634130        454599275        454564048        454531187        454497322        454463415        454429812        454397365        454364530   
455055574     455007369        454966276        454925264        454887571        454847880        454809773        454772617        454737222        454702952        454668500        454633959        454599291        454564063        454531195        454497348        454463423        454429820        454397373        454364548   
455055582     455007385        454966284        454925280        454887597        454847898        454809781        454772625        454737016        454702960        454668302        454633975        454599317        454564089        454530981        454497355        454463431        454429838        454397381        454364555   
455055590     455007179        454966292        454925298        454887605        454847914        454809799        454772658        454737032        454702978        454668310        454633983        454599325        454564097        454531005        454497363        454463456        454429853        454397399        454364563   
455055608     455007203        454966318        454925306        454887415        454847690        454809591        454772666        454737040        454702986        454668328        454633991        454599333        454564105        454531013        454497371        454463480        454429861        454397407        454364571   
455055426     455007211        454966128        454925322        454887423        454847708        454809609        454772674        454737057        454702994        454668336        454634007        454599119        454564113        454531021        454497389        454463498        454429879        454397415        454364340   
455055434     455007229        454966151        454925348        454887431        454847724        454809625        454772682        454737065        454703000        454668344        454634023        454599127        454563933        454531047        454497397        454463514        454429887        454397423        454364357   
455055442     455007245        454966169        454925355        454887449        454847740        454809633        454772484        454737073        454702796        454668351        454634031        454599135        454563974        454531054        454497405        454463316        454429903        454397431        454364365   
455055459     455007252        454966177        454925140        454887464        454847757        454809641        454772492        454737099        454702804        454668369        454634049        454599143        454563982        454531070        454497199        454463324        454429713        454397225        454364373   
455055467     455007260        454966193        454925181        454887498        454847765        454809658        454772500        454736935        454702812        454668385        454633835        454599150        454563990        454531088        454497207        454463332        454429739        454397233        454364399   
455055475     455007278        454966201        454925199        454887506        454847781        454809682        454772534        454736950        454702820        454668393        454633843        454599168        454564022        454530874        454497223        454463340        454429747        454397241        454364407   


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455055509     455007062        454966219        454925215        454887290        454847807        454809484        454772542        454736976        454702853        454668187        454633850        454599176        454563826        454530882        454497249        454463365        454429788        454397258        454364423   
455055293     455007070        454966227        454925223        454887308        454847583        454809492        454772559        454736992        454702861        454668195        454633876        454599184        454563842        454530890        454497256        454463373        454429572        454397266        454364431   
455055301     455007088        454966011        454925249        454887316        454847591        454809500        454772575        454736786        454702887        454668211        454633884        454599200        454563859        454530908        454497264        454463381        454429580        454397274        454364449   
455055327     455007096        454966037        454925033        454887332        454847609        454809518        454772583        454736794        454702671        454668229        454633892        454599226        454563875        454530916        454497272        454463399        454429598        454397282        454364456   
455055335     455007104        454966052        454925058        454887340        454847617        454809534        454772369        454736802        454702705        454668237        454633918        454599028        454563909        454530924        454497280        454463209        454429606        454397308        454364241   
455055368     455007120        454966078        454925066        454887357        454847641        454809559        454772385        454736810        454702721        454668245        454633926        454599036        454563917        454530932        454497298        454463225        454429614        454397316        454364258   
455055376     455007146        454966094        454925090        454887373        454847658        454809575        454772393        454736836        454702747        454668252        454633934        454599051        454563701        454530940        454497082        454463241        454429622        454397324        454364266   
455055392     455007161        454966102        454925108        454887399        454847682        454809377        454772401        454736844        454702754        454668260        454633728        454599069        454563727        454530767        454497108        454463258        454429630        454397100        454364274   
455055186     455006957        454965922        454925116        454887183        454847476        454809385        454772419        454736877        454702762        454668062        454633736        454599077        454563735        454530775        454497124        454463266        454429648        454397118        454364282   
455055202     455006965        454965930        454925124        454887191        454847484        454809393        454772427        454736679        454702770        454668070        454633744        454599093        454563750        454530783        454497140        454463274        454429655        454397126        454364290   
455055228     455006981        454965955        454925132        454887209        454847492        454809401        454772443        454736687        454702788        454668088        454633751        454599101        454563768        454530791        454497165        454463282        454429663        454397134        454364308   
455055236     455007005        454965963        454924929        454887233        454847500        454809419        454772468        454736703        454702572        454668096        454633769        454598913        454563776        454530809        454497173        454463308        454429671        454397142        454364316   
455055244     455007021        454965971        454924945        454887241        454847518        454809427        454772252        454736729        454702580        454668112        454633777        454598939        454563792        454530817        454497181        454463092        454429465        454397159        454364324   
455055251     455007039        454965997        454924952        454887258        454847559        454809443        454772278        454736752        454702598        454668120        454633785        454598947        454563800        454530825        454496977        454463118        454429481        454397175        454364332   
455055277     455007047        454966003        454924960        454887274        454847575        454809450        454772286        454736760        454702614        454668138        454633793        454598954        454563818        454530833        454496985        454463159        454429499        454397191        454364126   
455055285     455006858        454965815        454924994        454887282        454847369        454809476        454772302        454736562        454702622        454668146        454633801        454598996        454563602        454530866        454497009        454463167        454429507        454397209        454364134   
455055111     455006866        454965823        454925009        454887076        454847377        454809260        454772310        454736570        454702630        454668153        454633827        454599002        454563610        454530650        454497033        454463175        454429515        454397217        454364142   
455055145     455006874        454965849        454925025        454887092        454847385        454809278        454772336        454736588        454702663        454668161        454633637        454598806        454563628        454530676        454497041        454463191        454429523        454396995        454364159   
455055152     455006882        454965856        454924820        454887118        454847401        454809294        454772344        454736596        454702499        454667965        454633645        454598814        454563644        454530684        454497066        454462995        454429531        454397001        454364167   
455054973     455006908        454965872        454924838        454887142        454847419        454809302        454772351        454736620        454702507        454667973        454633660        454598822        454563651        454530692        454497074        454463001        454429549        454397019        454364175   
455054999     455006916        454965880        454924846        454887159        454847427        454809310        454772179        454736646        454702515        454668005        454633694        454598848        454563669        454530700        454496860        454463019        454429556        454397035        454364183   
455055012     455006940        454965898        454924853        454887167        454847435        454809328        454772195        454736653        454702358        454668013        454633702        454598855        454563693        454530718        454496878        454463043        454429564        454397043        454364191   
455055038     455006734        454965682        454924861        454887175        454847450        454809369        454772203        454736661        454702366        454668039        454633710        454598863        454563503        454530734        454496886        454463050        454429366        454397068        454364209   
455055046     455006742        454965708        454924879        454886961        454847468        454809153        454772211        454736455        454702382        454668047        454633504        454598889        454563511        454530742        454496894        454463068        454429374        454397076        454364217   
455055053     455006759        454965716        454924887        454886979        454847252        454809179        454772245        454736463        454702390        454667858        454633546        454598897        454563537        454530759        454496902        454463076        454429382        454397084        454364225   
455055061     455006775        454965724        454924895        454886995        454847278        454809187        454772047        454736489        454702408        454667882        454633553        454598681        454563560        454530577        454496910        454462862        454429390        454396888        454364019   
455054858     455006791        454965732        454924705        454887001        454847302        454809195        454772054        454736505        454702416        454667890        454633561        454598699        454563578        454530593        454496928        454462870        454429408        454396896        454364027   
455054874     455006817        454965740        454924713        454887019        454847310        454809203        454772062        454736513        454702424        454667908        454633579        454598707        454563586        454530619        454496936        454462896        454429424        454396912        454364043   
455054882     455006825        454965765        454924747        454887027        454847328        454809211        454772070        454736323        454702432        454667916        454633587        454598723        454563396        454530627        454496944        454462904        454429440        454396938        454364050   
455054890     455006833        454965575        454924754        454887035        454847336        454809229        454772088        454736331        454702440        454667932        454633595        454598749        454563404        454530635        454496951        454462912        454429457        454396946        454364068   
455054916     455006627        454965583        454924762        454887043        454847344        454809237        454772096        454736356        454702457        454667940        454633603        454598756        454563412        454530437        454496969        454462938        454429234        454396961        454364076   
455054924     455006635        454965591        454924770        454887050        454847351        454809245        454772104        454736364        454702242        454667742        454633611        454598764        454563420        454530445        454496761        454462953        454429242        454396979        454364084   
455054932     455006643        454965609        454924796        454886854        454847153        454809252        454772112        454736398        454702259        454667759        454633397        454598772        454563438        454530452        454496779        454462763        454429259        454396987        454364092   
455054940     455006650        454965625        454924804        454886862        454847179        454809039        454772138        454736406        454702267        454667783        454633405        454598780        454563446        454530460        454496787        454462797        454429267        454396763        454364100   
455054767     455006668        454965633        454924606        454886870        454847195        454809062        454771940        454736414        454702275        454667791        454633413        454598582        454563453        454530478        454496795        454462821        454429291        454396771        454363904   
455054775     455006676        454965641        454924614        454886896        454847203        454809096        454771957        454736224        454702291        454667809        454633421        454598590        454563461        454530486        454496803        454462839        454429309        454396797        454363920   
455054783     455006692        454965674        454924622        454886904        454847211        454809104        454771973        454736240        454702309        454667817        454633439        454598624        454563479        454530494        454496829        454462847        454429325        454396805        454363938   
455054791     455006700        454965468        454924630        454886912        454847229        454809112        454771981        454736265        454702317        454667825        454633454        454598640        454563495        454530510        454496837        454462854        454429333        454396847        454363946   
455054809     455006726        454965484        454924648        454886920        454847237        454809146        454772013        454736299        454702325        454667635        454633470        454598657        454563297        454530528        454496845        454462672        454429341        454396862        454363953   
455054817     455006528        454965492        454924663        454886946        454847245        454808924        454772021        454736307        454702333        454667650        454633496        454598665        454563305        454530320        454496852        454462680        454429127        454396870        454363961   
455054825     455006569        454965500        454924671        454886953        454847054        454808932        454771833        454736315        454702341        454667676        454633280        454598673        454563321        454530338        454496662        454462698        454429135        454396649        454363979   
455054833     455006585        454965518        454924499        454886748        454847062        454808940        454771841        454736117        454702127        454667684        454633314        454598483        454563339        454530346        454496670        454462706        454429143        454396664        454363987   
455054841     455006593        454965526        454924515        454886755        454847112        454808973        454771882        454736125        454702143        454667718        454633330        454598491        454563347        454530353        454496696        454462714        454429150        454396672        454363995   
455054643     455006601        454965534        454924523        454886789        454847120        454808981        454771890        454736133        454702168        454667494        454633348        454598517        454563354        454530361        454496704        454462730        454429168        454396680        454364001   
455054650     455006395        454965542        454924549        454886797        454847138        454808999        454771692        454736141        454702176        454667544        454633363        454598533        454563362        454530379        454496720        454462748        454429176        454396698        454363797   
455054668     455006411        454965567        454924556        454886813        454846932        454809005        454771700        454736166        454702184        454667551        454633371        454598558        454563388        454530387        454496738        454462755        454429184        454396706        454363805   
455054684     455006502        454965344        454924564        454886839        454846940        454808817        454771718        454736182        454702192        454667569        454633389        454598566        454563172        454530395        454496746        454462540        454429192        454396714        454363813   
455054718     455006270        454965351        454924580        454886656        454846973        454808825        454771726        454736208        454702200        454667585        454633181        454598574        454563180        454530411        454496753        454462565        454429200        454396730        454363821   
455054726     455006304        454965369        454924598        454886664        454846981        454808833        454771759        454735994        454702218        454667601        454633199        454598376        454563198        454530429        454496548        454462573        454429218        454396748        454363839   
455054734     455006320        454965377        454924382        454886672        454847013        454808841        454771767        454736000        454702226        454667395        454633207        454598384        454563206        454530205        454496555        454462581        454429226        454396755        454363847   
455054544     455006338        454965393        454924390        454886680        454846825        454808858        454771775        454736018        454702002        454667411        454633215        454598392        454563214        454530221        454496571        454462607        454429010        454396524        454363854   
455054551     455006361        454965401        454924408        454886698        454846858        454808866        454771593        454736034        454702010        454667445        454633231        454598400        454563222        454530239        454496597        454462649        454429028        454396540        454363862   
455054569     455006379        454965435        454924416        454886706        454846890        454808882        454771627        454736042        454702028        454667452        454633249        454598418        454563230        454530247        454496605        454462425        454429036        454396557        454363870   
455054593     455006163        454965443        454924440        454886714        454846700        454808890        454771635        454736059        454702036        454667460        454633256        454598426        454563248        454530254        454496613        454462433        454429051        454396565        454363888   
455054601     455006171        454965237        454924457        454886722        454846718        454808908        454771650        454736075        454702051        454667478        454633272        454598459        454563255        454530262        454496621        454462441        454429085        454396581        454363896   
455054627     455006197        454965252        454924465        454886516        454846726        454808916        454771668        454736091        454702069        454667486        454633074        454598467        454563271        454530270        454496639        454462458        454429093        454396599        454363680   
455054411     455006205        454965260        454924473        454886524        454846734        454808718        454771684        454735887        454702085        454667288        454633090        454598277        454563065        454530288        454496647        454462474        454429101        454396607        454363698   
455054437     455006239        454965278        454924481        454886532        454846742        454808726        454771460        454735911        454702101        454667296        454633108        454598285        454563073        454530304        454496449        454462482        454428905        454396615        454363706   
455054445     455006247        454965294        454924275        454886540        454846759        454808742        454771478        454735929        454702119        454667320        454633116        454598293        454563081        454530312        454496456        454462490        454428913        454396631        454363714   
455054478     455006254        454965302        454924309        454886557        454846767        454808767        454771486        454735937        454701897        454667338        454633124        454598319        454563099        454530106        454496464        454462524        454428921        454396417        454363722   
455054486     455006064        454965310        454924317        454886573        454846775        454808775        454771494        454735945        454701905        454667346        454633132        454598327        454563107        454530114        454496472        454462532        454428939        454396425        454363730   
455054494     455006072        454965336        454924325        454886599        454846783        454808783        454771502        454735952        454701913        454667353        454633157        454598335        454563115        454530122        454496480        454462342        454428947        454396433        454363748   
455054304     455006080        454965153        454924341        454886607        454846809        454808593        454771528        454735960        454701939        454667361        454633165        454598368        454563123        454530148        454496506        454462359        454428954        454396441        454363763   
455054338     455006106        454965161        454924374        454886615        454846593        454808601        454771551        454735978        454701947        454667379        454633173        454598152        454563131        454530155        454496514        454462367        454428970        454396458        454363771   
455054361     455006130        454965179        454924168        454886417        454846619        454808635        454771338        454735770        454701970        454667387        454632969        454598160        454563156        454530163        454496340        454462375        454428988        454396466        454363789   
455054387     455006148        454965187        454924176        454886433        454846643        454808668        454771346        454735796        454701988        454667171        454632977        454598178        454563164        454530171        454496365        454462383        454428996        454396482        454363557   
455054395     455005934        454965211        454924184        454886466        454846650        454808676        454771361        454735812        454701996        454667213        454632985        454598202        454562950        454530189        454496373        454462391        454428798        454396490        454363565   
455054197     455005942        454965229        454924200        454886474        454846676        454808684        454771387        454735846        454701798        454667221        454632993        454598210        454562976        454530197        454496381        454462409        454428806        454396516        454363573   
455054205     455005959        454965013        454924218        454886490        454846684        454808692        454771403        454735853        454701806        454667239        454633009        454598228        454562984        454530007        454496399        454462219        454428822        454396292        454363581   
455054213     455005983        454965021        454924226        454886292        454846692        454808494        454771411        454735861        454701814        454667247        454633017        454598236        454562992        454530015        454496407        454462227        454428830        454396300        454363599   
455054247     455005991        454965039        454924234        454886326        454846486        454808502        454771429        454735879        454701822        454667254        454633025        454598244        454563008        454530031        454496415        454462235        454428848        454396318        454363607   
455054270     455006015        454965047        454924242        454886334        454846494        454808551        454771437        454735663        454701830        454667262        454633033        454598251        454563016        454530049        454496217        454462243        454428855        454396326        454363623   
455054288     455005835        454965054        454924259        454886342        454846510        454808395        454771213        454735671        454701848        454667270        454633041        454598046        454563024        454530064        454496225        454462250        454428863        454396334        454363631   


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455054296     455005850        454965062        454924051        454886367        454846528        454808403        454771254        454735689        454701855        454667064        454633058        454598053        454563040        454530072        454496233        454462292        454428897        454396342        454363649   
455054080     455005868        454965070        454924085        454886375        454846536        454808429        454771262        454735705        454701871        454667072        454633066        454598061        454563057        454530080        454496258        454462300        454428681        454396367        454363664   
455054098     455005892        454965088        454924101        454886383        454846551        454808437        454771270        454735721        454701889        454667080        454632860        454598103        454562851        454529876        454496266        454462318        454428699        454396375        454363672   
455054106     455005900        454965104        454924127        454886391        454846569        454808452        454771288        454735739        454701699        454667098        454632878        454598111        454562869        454529892        454496308        454462102        454428707        454396391        454363441   
455054114     455005926        454964925        454924135        454886201        454846585        454808460        454771304        454735747        454701707        454667114        454632886        454598129        454562877        454529900        454496316        454462110        454428715        454396409        454363458   
455054122     455005728        454964933        454924143        454886219        454846361        454808478        454771312        454735754        454701715        454667122        454632894        454598145        454562885        454529918        454496100        454462128        454428723        454396185        454363466   
455054130     455005736        454964941        454923947        454886227        454846387        454808486        454771320        454735556        454701731        454667130        454632902        454597931        454562893        454529926        454496118        454462144        454428749        454396193        454363474   
455054163     455005744        454964958        454923954        454886268        454846395        454808262        454771098        454735564        454701749        454667148        454632928        454597949        454562919        454529942        454496134        454462151        454428772        454396201        454363482   
455054171     455005751        454964966        454923962        454886276        454846411        454808270        454771106        454735572        454701764        454667163        454632936        454597956        454562935        454529967        454496142        454462169        454428780        454396219        454363490   
455054189     455005777        454964982        454923970        454886284        454846429        454808338        454771114        454735580        454701772        454666959        454632944        454597964        454562943        454529975        454496159        454462193        454428608        454396227        454363524   
455053975     455005819        454964990        454923988        454886078        454846445        454808346        454771122        454735598        454701574        454666975        454632951        454597980        454562752        454529751        454496167        454462003        454428616        454396235        454363540   
455053983     455005603        454965005        454924028        454886086        454846460        454808353        454771130        454735614        454701582        454666983        454632753        454597998        454562778        454529777        454496175        454462011        454428632        454396243        454363334   
455054007     455005611        454964792        454924036        454886094        454846478        454808361        454771171        454735622        454701624        454666991        454632779        454598004        454562786        454529785        454496191        454462029        454428640        454396250        454363342   
455054015     455005637        454964818        454923830        454886110        454846254        454808379        454771205        454735630        454701632        454667007        454632787        454598038        454562794        454529793        454496209        454462045        454428657        454396268        454363359   
455054031     455005694        454964826        454923848        454886136        454846270        454808155        454770983        454735648        454701640        454667015        454632795        454597832        454562802        454529801        454495995        454462060        454428665        454396276        454363367   
455053876     455005702        454964842        454923863        454886144        454846288        454808163        454771007        454735655        454701657        454667031        454632803        454597840        454562828        454529819        454496001        454462078        454428673        454396284        454363391   
455053884     455005496        454964859        454923889        454886151        454846296        454808171        454771015        454735457        454701665        454667056        454632829        454597857        454562836        454529827        454496019        454462086        454428467        454396078        454363409   
455053900     455005512        454964883        454923897        454886169        454846304        454808189        454771023        454735465        454701467        454666843        454632837        454597873        454562844        454529835        454496035        454461898        454428475        454396086        454363417   
455053918     455005520        454964891        454923905        454886177        454846312        454808205        454771031        454735473        454701475        454666850        454632845        454597881        454562638        454529868        454496050        454461906        454428483        454396094        454363425   
455053942     455005538        454964685        454923921        454885955        454846320        454808221        454771049        454735481        454701483        454666868        454632647        454597899        454562646        454529645        454496068        454461914        454428491        454396102        454363227   
455053751     455005546        454964701        454923939        454885963        454846353        454808239        454771056        454735499        454701491        454666884        454632654        454597907        454562653        454529678        454496076        454461922        454428533        454396110        454363235   
455053785     455005553        454964719        454923749        454885989        454846148        454808247        454771072        454735507        454701509        454666892        454632662        454597915        454562661        454529686        454496092        454461930        454428541        454396128        454363243   
455053793     455005561        454964776        454923764        454885997        454846155        454808254        454771080        454735515        454701517        454666900        454632670        454597717        454562679        454529694        454495888        454461948        454428558        454396144        454363250   
455053827     455005579        454964578        454923772        454886003        454846171        454808064        454770868        454735523        454701525        454666918        454632688        454597733        454562695        454529702        454495896        454461955        454428350        454396151        454363268   
455053843     455005587        454964586        454923780        454886011        454846197        454808072        454770884        454735531        454701566        454666926        454632696        454597766        454562703        454529710        454495904        454461963        454428368        454396169        454363284   
455053850     455005595        454964610        454923798        454886045        454846205        454808080        454770892        454735333        454701350        454666934        454632704        454597774        454562729        454529728        454495912        454461757        454428384        454396177        454363292   
455053652     455005371        454964628        454923806        454885849        454846213        454808114        454770918        454735341        454701384        454666728        454632712        454597782        454562737        454529736        454495920        454461765        454428400        454395971        454363300   
455053660     455005389        454964636        454923822        454885856        454846221        454808148        454770926        454735366        454701400        454666736        454632738        454597790        454562513        454529538        454495938        454461773        454428418        454395989        454363326   
455053686     455005405        454964677        454923616        454885864        454846239        454807934        454770934        454735374        454701418        454666744        454632746        454597592        454562521        454529553        454495946        454461781        454428426        454395997        454363110   
455053694     455005447        454964461        454923624        454885872        454846247        454807942        454770942        454735382        454701426        454666751        454632530        454597618        454562547        454529561        454495953        454461807        454428236        454396011        454363136   
455053702     455005454        454964479        454923632        454885880        454846031        454807959        454770959        454735390        454701434        454666769        454632548        454597642        454562562        454529587        454495961        454461815        454428251        454396029        454363144   
455053728     455005462        454964487        454923640        454885898        454846049        454807967        454770967        454735408        454701442        454666785        454632555        454597659        454562588        454529595        454495987        454461823        454428269        454396037        454363151   
455053744     455005488        454964495        454923657        454885906        454846056        454807975        454770975        454735416        454701459        454666793        454632563        454597667        454562596        454529611        454495771        454461831        454428277        454396045        454363169   
455053546     455005272        454964503        454923673        454885914        454846064        454807991        454770736        454735424        454701244        454666801        454632571        454597683        454562604        454529629        454495789        454461856        454428301        454396060        454363177   
455053553     455005314        454964511        454923707        454885948        454846072        454808007        454770744        454735432        454701251        454666603        454632589        454597691        454562612        454529637        454495797        454461864        454428319        454395856        454363185   
455053561     455005322        454964529        454923715        454885740        454846080        454808015        454770769        454735440        454701269        454666611        454632597        454597493        454562620        454529439        454495805        454461658        454428327        454395864        454363193   
455053579     455005355        454964537        454923525        454885757        454846098        454808023        454770801        454735226        454701277        454666629        454632613        454597501        454562414        454529447        454495813        454461674        454428137        454395872        454363201   
455053603     455005363        454964545        454923533        454885773        454846114        454808031        454770827        454735234        454701285        454666637        454632621        454597535        454562430        454529462        454495821        454461682        454428145        454395880        454363219   
455053611     455005157        454964552        454923541        454885781        454846122        454807835        454770835        454735242        454701293        454666645        454632639        454597576        454562448        454529488        454495839        454461716        454428152        454395898        454363003   
455053637     455005173        454964347        454923558        454885799        454845934        454807843        454770843        454735259        454701319        454666678        454632423        454597584        454562455        454529496        454495847        454461732        454428160        454395906        454363029   
455053421     455005223        454964354        454923574        454885807        454845942        454807850        454770611        454735267        454701327        454666686        454632431        454597386        454562463        454529512        454495854        454461740        454428178        454395922        454363037   
455053439     455005256        454964370        454923582        454885815        454845967        454807876        454770678        454735275        454701343        454666694        454632449        454597394        454562489        454529520        454495862        454461559        454428186        454395930        454363045   
455053447     455005041        454964420        454923590        454885633        454845975        454807900        454770694        454735283        454701137        454666702        454632456        454597410        454562497        454529322        454495870        454461567        454428194        454395948        454363060   
455053454     455005066        454964446        454923608        454885641        454845983        454807918        454770702        454735291        454701152        454666496        454632472        454597444        454562505        454529330        454495664        454461575        454428210        454395955        454363078   
455053462     455005074        454964222        454923400        454885658        454845991        454807926        454770710        454735309        454701160        454666504        454632498        454597451        454562299        454529348        454495672        454461583        454428228        454395740        454363086   
455053470     455005082        454964230        454923418        454885666        454846015        454807710        454770504        454735317        454701178        454666512        454632506        454597469        454562307        454529355        454495680        454461609        454428020        454395757        454363102   
455053488     455005090        454964263        454923426        454885682        454846023        454807736        454770512        454735325        454701186        454666520        454632514        454597485        454562315        454529363        454495698        454461617        454428046        454395765        454362898   
455053355     455005116        454964271        454923434        454885690        454845819        454807744        454770520        454735119        454701202        454666546        454632316        454597279        454562323        454529389        454495706        454461633        454428053        454395773        454362906   
455053363     455004929        454964289        454923442        454885716        454845835        454807751        454770538        454735135        454701228        454666553        454632340        454597287        454562331        454529397        454495714        454461435        454428061        454395799        454362914   
455053389     455004945        454964297        454923459        454885526        454845843        454807769        454770553        454735143        454701236        454666561        454632357        454597295        454562356        454529405        454495722        454461450        454428079        454395807        454362930   
455053413     455004978        454964313        454923467        454885534        454845850        454807777        454770561        454735150        454701038        454666579        454632365        454597303        454562380        454529413        454495730        454461476        454428087        454395815        454362955   
455053207     455004986        454964321        454923475        454885559        454845876        454807785        454770579        454735168        454701046        454666587        454632373        454597329        454562398        454529215        454495755        454461484        454428095        454395823        454362963   
455053215     455005017        454964123        454923491        454885583        454845884        454807793        454770587        454735176        454701053        454666595        454632381        454597337        454562182        454529223        454495763        454461500        454428103        454395849        454362989   
455053223     455005025        454964131        454923285        454885591        454845892        454807819        454770603        454735184        454701061        454666371        454632399        454597345        454562190        454529249        454495557        454461518        454428111        454395633        454362781   
455053231     455004812        454964156        454923293        454885401        454845918        454807629        454770397        454735192        454701079        454666389        454632407        454597360        454562208        454529256        454495565        454461534        454427899        454395641        454362815   
455053249     455004838        454964164        454923301        454885419        454845710        454807652        454770405        454735200        454701087        454666397        454632415        454597378        454562216        454529272        454495573        454461310        454427907        454395658        454362823   
455053264     455004846        454964172        454923327        454885435        454845728        454807678        454770413        454735218        454701095        454666405        454632209        454597162        454562224        454529298        454495581        454461336        454427915        454395666        454362849   
455053280     455004879        454964180        454923335        454885443        454845736        454807694        454770421        454735002        454701103        454666413        454632225        454597188        454562232        454529306        454495599        454461344        454427931        454395674        454362856   
455053298     455004887        454964198        454923343        454885450        454845744        454807702        454770447        454735010        454701111        454666421        454632233        454597196        454562240        454529090        454495607        454461351        454427949        454395682        454362864   
455053306     455004697        454964214        454923368        454885468        454845751        454807496        454770454        454735051        454701129        454666439        454632258        454597204        454562257        454529108        454495615        454461369        454427956        454395690        454362872   
455053082     455004713        454964008        454923384        454885476        454845777        454807504        454770470        454735093        454700923        454666447        454632308        454597212        454562265        454529116        454495623        454461377        454427964        454395708        454362880   
455053124     455004721        454964016        454923160        454885492        454845785        454807512        454770496        454735101        454700949        454666454        454632100        454597238        454562083        454529124        454495631        454461385        454427972        454395716        454362674   
455053132     455004770        454964024        454923178        454885278        454845793        454807520        454770280        454734898        454700956        454666462        454632118        454597246        454562091        454529132        454495649        454461393        454427980        454395724        454362682   
455053140     455004796        454964032        454923186        454885294        454845801        454807538        454770298        454734906        454700964        454666256        454632126        454597261        454562109        454529140        454495656        454461401        454427998        454395526        454362690   
455053173     455004580        454964040        454923194        454885310        454845595        454807553        454770306        454734914        454700972        454666264        454632134        454597055        454562117        454529165        454495441        454461427        454428004        454395534        454362708   
455053199     455004598        454964057        454923228        454885328        454845603        454807561        454770314        454734922        454701004        454666272        454632142        454597063        454562141        454529173        454495458        454461203        454427782        454395542        454362716   
455052977     455004614        454964065        454923269        454885344        454845611        454807579        454770322        454734930        454701012        454666280        454632167        454597071        454562166        454528977        454495466        454461237        454427790        454395559        454362724   
455052993     455004630        454964073        454923277        454885351        454845629        454807587        454770355        454734948        454700808        454666314        454632175        454597089        454561960        454528985        454495474        454461252        454427808        454395567        454362732   
455053009     455004648        454964081        454923046        454885377        454845637        454807389        454770363        454734955        454700816        454666322        454632183        454597121        454561978        454528993        454495524        454461260        454427824        454395575        454362740   
455053017     455004671        454964099        454923061        454885161        454845645        454807405        454770371        454734963        454700840        454666330        454632001        454597139        454561986        454529009        454495532        454461278        454427832        454395591        454362765   
455053025     455004473        454964107        454923079        454885179        454845678        454807413        454770389        454734971        454700899        454666348        454632019        454597147        454562000        454529017        454495334        454461286        454427840        454395609        454362773   
455053033     455004499        454963893        454923087        454885187        454845686        454807421        454770173        454734989        454700683        454666157        454632027        454596933        454562018        454529025        454495367        454461302        454427857        454395617        454362559   
455053041     455004549        454963919        454923103        454885237        454845694        454807439        454770181        454734997        454700717        454666165        454632035        454596958        454562026        454529033        454495375        454461096        454427865        454395625        454362567   


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455053058     455004556        454963927        454923111        454885245        454845488        454807447        454770207        454734781        454700725        454666173        454632043        454596966        454562034        454529041        454495383        454461104        454427873        454395435        454362583   
455053066     455004564        454963935        454923129        454885252        454845504        454807462        454770215        454734799        454700733        454666181        454632050        454596990        454562042        454529058        454495409        454461112        454427881        454395476        454362591   
455053074     455004572        454963943        454922931        454885054        454845512        454807470        454770223        454734815        454700766        454666199        454632076        454597006        454562059        454528852        454495417        454461120        454427675        454395484        454362609   
455052860     455004366        454963968        454922949        454885062        454845520        454807488        454770231        454734831        454700774        454666215        454632092        454597014        454561879        454528860        454495425        454461138        454427683        454395500        454362625   
455052886     455004382        454963976        454922964        454885070        454845538        454807280        454770249        454734849        454700782        454666223        454631896        454597022        454561887        454528886        454495433        454461146        454427691        454395518        454362641   
455052894     455004390        454963984        454923004        454885088        454845546        454807314        454770264        454734856        454700790        454666231        454631904        454596826        454561895        454528894        454495227        454461153        454427709        454395310        454362658   
455052928     455004408        454963778        454923038        454885096        454845553        454807322        454770272        454734880        454700584        454666033        454631912        454596842        454561945        454528902        454495235        454461161        454427717        454395328        454362443   
455052936     455004432        454963794        454922824        454885104        454845579        454807348        454770066        454734666        454700600        454666041        454631920        454596859        454561952        454528910        454495243        454461195        454427725        454395336        454362450   
455052746     455004440        454963828        454922857        454885120        454845587        454807355        454770082        454734682        454700618        454666066        454631938        454596875        454561747        454528928        454495250        454460981        454427733        454395369        454362476   
455052787     455004465        454963836        454922865        454885146        454845363        454807371        454770090        454734690        454700626        454666074        454631946        454596883        454561754        454528944        454495268        454461013        454427741        454395385        454362484   
455052795     455004267        454963844        454922873        454884966        454845405        454807173        454770116        454734724        454700634        454666090        454631979        454596891        454561762        454528951        454495276        454461021        454427758        454395401        454362492   
455052837     455004283        454963869        454922881        454884974        454845413        454807181        454770132        454734732        454700659        454666108        454631987        454596909        454561770        454528753        454495292        454461039        454427774        454395195        454362500   
455052621     455004325        454963877        454922907        454884982        454845421        454807199        454770140        454734740        454700667        454666116        454631805        454596917        454561788        454528761        454495300        454461047        454427568        454395211        454362518   
455052647     455004143        454963661        454922923        454884990        454845439        454807207        454770157        454734567        454700675        454666124        454631813        454596925        454561796        454528779        454495318        454461062        454427576        454395229        454362526   
455052654     455004150        454963679        454922717        454885005        454845447        454807215        454769951        454734575        454700493        454666132        454631821        454596719        454561804        454528787        454495326        454461070        454427592        454395237        454362534   
455052662     455004168        454963695        454922725        454885039        454845454        454807223        454769977        454734583        454700501        454665936        454631847        454596735        454561630        454528795        454495136        454461088        454427600        454395252        454362542   
455052704     455004176        454963703        454922733        454884834        454845462        454807231        454770009        454734591        454700527        454665944        454631854        454596743        454561648        454528803        454495144        454460882        454427618        454395260        454362344   
455052720     455004192        454963711        454922741        454884842        454845256        454807256        454770017        454734617        454700535        454665951        454631664        454596750        454561655        454528811        454495151        454460916        454427626        454395278        454362351   
455052522     455004226        454963729        454922766        454884867        454845272        454807264        454770025        454734633        454700543        454665969        454631672        454596784        454561671        454528837        454495169        454460924        454427634        454395286        454362369   
455052530     455004085        454963737        454922774        454884875        454845298        454807058        454770033        454734641        454700568        454665977        454631680        454596792        454561697        454528845        454495185        454460932        454427667        454395088        454362377   
455052548     455004093        454963745        454922782        454884883        454845306        454807074        454770041        454734658        454700352        454665985        454631698        454596800        454561705        454528639        454495193        454460957        454427451        454395096        454362385   
455052555     455004135        454963752        454922808        454884891        454845322        454807090        454770058        454734443        454700360        454665993        454631706        454596602        454561713        454528647        454495201        454460973        454427477        454395112        454362393   
455052563     455003913        454963760        454922816        454884925        454845348        454807108        454769845        454734468        454700378        454666009        454631714        454596610        454561721        454528654        454495219        454460775        454427485        454395120        454362401   
455052571     455003921        454963562        454922600        454884933        454845140        454807132        454769852        454734492        454700394        454666017        454631722        454596636        454561739        454528662        454495003        454460783        454427493        454395138        454362435   
455052589     455003947        454963588        454922618        454884727        454845157        454807140        454769860        454734500        454700402        454666025        454631763        454596651        454561523        454528670        454495011        454460791        454427519        454395146        454362211   
455052597     455003954        454963620        454922634        454884735        454845165        454807157        454769878        454734526        454700410        454665837        454631557        454596669        454561531        454528688        454495037        454460817        454427527        454395153        454362229   
455052613     455003970        454963646        454922642        454884743        454845181        454806944        454769894        454734534        454700428        454665845        454631565        454596677        454561549        454528696        454495045        454460833        454427535        454395161        454362237   
455052407     455003996        454963448        454922675        454884750        454845199        454806977        454769910        454734542        454700444        454665852        454631599        454596685        454561572        454528712        454495052        454460858        454427543        454395179        454362252   
455052415     455004002        454963471        454922683        454884768        454845207        454807009        454769936        454734336        454700246        454665860        454631607        454596461        454561580        454528720        454495060        454460668        454427550        454395187        454362260   
455052423     455004028        454963489        454922691        454884784        454845215        454807033        454769944        454734344        454700253        454665886        454631615        454596479        454561598        454528738        454495078        454460684        454427345        454394974        454362278   
455052449     455003822        454963513        454922709        454884792        454845223        454807041        454769720        454734351        454700261        454665902        454631649        454596487        454561606        454528530        454495094        454460700        454427352        454394982        454362294   
455052464     455003863        454963539        454922493        454884818        454845058        454806837        454769753        454734377        454700287        454665712        454631656        454596495        454561614        454528548        454495102        454460718        454427360        454394990        454362302   
455052472     455003897        454963547        454922501        454884610        454845066        454806852        454769779        454734385        454700295        454665720        454631433        454596511        454561416        454528555        454494899        454460726        454427378        454395005        454362310   
455052506     455003707        454963349        454922535        454884644        454845082        454806894        454769787        454734401        454700303        454665738        454631441        454596545        454561440        454528563        454494907        454460759        454427386        454395013        454362104   
455052290     455003749        454963356        454922543        454884651        454845090        454806902        454769795        454734419        454700329        454665746        454631466        454596560        454561457        454528571        454494915        454460551        454427394        454395021        454362112   
455052316     455003756        454963364        454922550        454884693        454845116        454806928        454769803        454734427        454700337        454665753        454631474        454596578        454561465        454528589        454494923        454460577        454427402        454395039        454362120   
455052324     455003764        454963414        454922568        454884701        454845132        454806720        454769811        454734435        454700345        454665761        454631490        454596586        454561473        454528597        454494931        454460585        454427410        454395054        454362138   
455052332     455003772        454963422        454922584        454884719        454844945        454806738        454769829        454734229        454700139        454665779        454631516        454596594        454561481        454528613        454494949        454460593        454427428        454395062        454362153   
455052357     455003798        454963430        454922592        454884511        454844960        454806746        454769837        454734245        454700147        454665787        454631532        454596347        454561499        454528415        454494956        454460601        454427444        454395070        454362161   
455052365     455003590        454963232        454922378        454884529        454844978        454806753        454769613        454734252        454700170        454665803        454631326        454596354        454561515        454528431        454494964        454460627        454427238        454394867        454362187   
455052373     455003608        454963240        454922386        454884537        454844994        454806787        454769621        454734260        454700196        454665597        454631334        454596362        454561309        454528449        454494972        454460635        454427246        454394883        454362195   
455052381     455003624        454963281        454922394        454884545        454845009        454806803        454769639        454734278        454700204        454665621        454631359        454596370        454561317        454528464        454494774        454460643        454427253        454394891        454362203   
455052183     455003632        454963299        454922436        454884552        454845017        454806811        454769647        454734286        454700022        454665639        454631367        454596388        454561325        454528480        454494782        454460650        454427261        454394909        454361999   
455052191     455003640        454963307        454922451        454884560        454845025        454806829        454769654        454734294        454700030        454665647        454631375        454596396        454561341        454528498        454494790        454460445        454427279        454394917        454362005   
455052209     455003657        454963315        454922469        454884578        454844846        454806613        454769670        454734310        454700048        454665662        454631383        454596404        454561366        454528506        454494808        454460460        454427287        454394925        454362013   
455052217     455003665        454963323        454922261        454884586        454844853        454806621        454769688        454734120        454700063        454665670        454631391        454596420        454561382        454528308        454494816        454460478        454427295        454394933        454362021   
455052233     455003509        454963117        454922279        454884594        454844879        454806647        454769696        454734138        454700071        454665472        454631409        454596453        454561390        454528316        454494824        454460486        454427303        454394941        454362047   
455052241     455003517        454963133        454922295        454884602        454844887        454806654        454769704        454734146        454700089        454665480        454631417        454596248        454561408        454528324        454494832        454460494        454427311        454394958        454362054   
455052266     455003525        454963158        454922311        454884388        454844903        454806662        454769712        454734153        454700097        454665506        454631425        454596255        454561192        454528340        454494840        454460502        454427329        454394966        454362062   
455052076     455003558        454963174        454922329        454884396        454844929        454806670        454769506        454734161        454700105        454665514        454631219        454596263        454561200        454528357        454494857        454460510        454427337        454394750        454362070   
455052092     455003566        454963182        454922352        454884412        454844747        454806688        454769522        454734179        454700113        454665548        454631235        454596271        454561218        454528373        454494865        454460346        454427113        454394768        454362088   
455052100     455003574        454963190        454922360        454884420        454844754        454806696        454769548        454734187        454700121        454665555        454631250        454596289        454561226        454528381        454494881        454460379        454427121        454394776        454362096   
455052118     455003368        454963208        454922154        454884438        454844762        454806704        454769563        454734195        454699919        454665571        454631268        454596297        454561234        454528399        454494659        454460395        454427139        454394792        454361890   
455052126     455003376        454963216        454922162        454884446        454844770        454806712        454769589        454734203        454699927        454665340        454631300        454596305        454561259        454528407        454494667        454460403        454427147        454394818        454361908   
455052134     455003392        454963018        454922170        454884453        454844788        454806514        454769597        454734005        454699935        454665381        454631318        454596313        454561283        454528209        454494675        454460411        454427154        454394834        454361916   
455052159     455003418        454963026        454922188        454884461        454844796        454806522        454769605        454734013        454699950        454665399        454631094        454596321        454561291        454528217        454494691        454460429        454427162        454394859        454361924   
455052175     455003426        454963042        454922196        454884487        454844804        454806530        454769399        454734021        454699968        454665407        454631102        454596339        454561077        454528225        454494709        454460437        454427188        454394644        454361932   
455051953     455003459        454963059        454922220        454884495        454844812        454806548        454769407        454734047        454699976        454665415        454631128        454596115        454561085        454528233        454494741        454460239        454427196        454394651        454361940   
455051995     455003251        454963075        454922238        454884263        454844614        454806555        454769423        454734054        454699984        454665431        454631136        454596123        454561093        454528241        454494766        454460247        454427204        454394677        454361957   
455052019     455003269        454963083        454922246        454884271        454844622        454806563        454769431        454734062        454699992        454665233        454631169        454596149        454561119        454528258        454494550        454460262        454427220        454394685        454361965   
455052027     455003293        454963091        454922030        454884289        454844630        454806589        454769449        454734070        454700006        454665241        454631177        454596156        454561127        454528266        454494568        454460270        454427014        454394693        454361973   
455051847     455003301        454963109        454922055        454884297        454844648        454806605        454769456        454734088        454700014        454665266        454631185        454596172        454561135        454528282        454494592        454460288        454427022        454394701        454361775   
455051854     455003319        454962895        454922063        454884305        454844655        454806399        454769464        454734096        454699794        454665274        454630989        454596198        454561143        454528290        454494600        454460296        454427030        454394719        454361783   
455051862     455003335        454962903        454922089        454884313        454844671        454806407        454769472        454734104        454699828        454665282        454630997        454596206        454561150        454528084        454494626        454460304        454427048        454394727        454361791   
455051870     455003343        454962911        454922097        454884339        454844697        454806423        454769480        454733882        454699869        454665290        454631003        454596222        454561168        454528100        454494436        454460312        454427063        454394735        454361809   
455051912     455003350        454962929        454922105        454884347        454844705        454806431        454769498        454733908        454699877        454665316        454631011        454595984        454561176        454528118        454494444        454460338        454427071        454394743        454361817   
455051920     455003178        454962937        454922121        454884354        454844507        454806449        454769316        454733916        454699893        454665324        454631029        454595992        454561184        454528134        454494451        454460122        454427089        454394537        454361825   
455051946     455003186        454962945        454921933        454884362        454844515        454806456        454769324        454733932        454699901        454665332        454631037        454596008        454560962        454528142        454494469        454460130        454427097        454394545        454361833   
455051748     455003228        454962952        454921941        454884370        454844523        454806472        454769332        454733957        454699679        454665126        454631045        454596032        454560970        454528159        454494477        454460148        454427105        454394552        454361866   
455051755     455003244        454962960        454921958        454884156        454844549        454806480        454769340        454733965        454699695        454665134        454631052        454596040        454560996        454528167        454494485        454460155        454426891        454394578        454361874   
455051763     455003038        454962978        454921966        454884172        454844556        454806282        454769357        454733973        454699711        454665142        454631060        454596057        454561002        454528175        454494493        454460171        454426909        454394594        454361668   
455051805     455003046        454962986        454921982        454884180        454844564        454806316        454769365        454733981        454699729        454665159        454631078        454596073        454561010        454527987        454494501        454460189        454426917        454394628        454361676   
455051813     455003087        454962994        454921990        454884198        454844572        454806332        454769373        454733999        454699737        454665183        454630880        454596081        454561044        454528001        454494519        454460197        454426925        454394420        454361684   


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455051656     455003103        454962796        454922006        454884206        454844598        454806340        454769381        454733783        454699745        454665191        454630906        454595877        454561051        454528027        454494527        454460205        454426933        454394438        454361700   
455051664     455003129        454962804        454922014        454884214        454844390        454806357        454769167        454733791        454699752        454665209        454630914        454595893        454561069        454528035        454494535        454460213        454426941        454394453        454361718   
455051672     455003137        454962812        454922022        454884222        454844408        454806365        454769175        454733809        454699778        454665217        454630922        454595901        454560830        454528043        454494345        454460031        454426958        454394461        454361734   
455051680     455002931        454962820        454921818        454884255        454844416        454806373        454769191        454733825        454699786        454665225        454630930        454595927        454560848        454528050        454494352        454460049        454426966        454394479        454361742   
455051698     455002949        454962846        454921826        454884057        454844440        454806381        454769217        454733833        454699562        454665019        454630948        454595943        454560863        454528068        454494378        454460056        454426974        454394487        454361767   
455051714     455002964        454962861        454921834        454884065        454844465        454806175        454769233        454733841        454699588        454665027        454630955        454595950        454560871        454528076        454494394        454460064        454426982        454394495        454361569   
455051508     455002980        454962887        454921842        454884073        454844473        454806183        454769241        454733858        454699612        454665035        454630963        454595968        454560889        454527870        454494204        454460072        454426990        454394511        454361577   
455051524     455002998        454962671        454921867        454884081        454844275        454806191        454769258        454733866        454699620        454665050        454630971        454595976        454560905        454527888        454494212        454460106        454426784        454394313        454361585   
455051532     455003004        454962689        454921875        454884099        454844291        454806209        454769068        454733874        454699638        454665084        454630773        454595760        454560913        454527896        454494220        454460114        454426792        454394321        454361593   
455051557     455003012        454962697        454921891        454884107        454844309        454806217        454769076        454733668        454699653        454665092        454630781        454595778        454560921        454527904        454494238        454459918        454426800        454394339        454361601   
455051565     455003020        454962705        454921917        454884115        454844317        454806225        454769092        454733676        454699661        454665100        454630799        454595786        454560939        454527920        454494246        454459926        454426818        454394347        454361619   
455051573     455002840        454962747        454921701        454884123        454844325        454806258        454769100        454733684        454699455        454665118        454630815        454595794        454560947        454527938        454494253        454459934        454426826        454394354        454361643   
455051581     455002857        454962762        454921719        454884149        454844341        454806274        454769118        454733692        454699463        454664897        454630831        454595802        454560723        454527946        454494261        454459942        454426834        454394370        454361650   
455051599     455002873        454962564        454921743        454883935        454844358        454806050        454769126        454733700        454699471        454664913        454630849        454595810        454560756        454527953        454494279        454459959        454426842        454394388        454361437   
455051409     455002881        454962580        454921750        454883943        454844374        454806068        454769134        454733718        454699497        454664921        454630856        454595828        454560764        454527961        454494287        454459967        454426859        454394396        454361445   
455051425     455002899        454962598        454921768        454883950        454844168        454806076        454769142        454733726        454699513        454664939        454630864        454595844        454560772        454527979        454494295        454459975        454426867        454394412        454361452   
455051466     455002907        454962614        454921776        454883968        454844176        454806084        454769159        454733734        454699521        454664970        454630872        454595869        454560780        454527771        454494303        454459983        454426875        454394206        454361460   
455051474     455002915        454962622        454921784        454883976        454844192        454806092        454768946        454733742        454699539        454664996        454630666        454595646        454560798        454527789        454494097        454459991        454426883        454394214        454361486   
455051292     455002709        454962655        454921800        454883984        454844200        454806100        454768953        454733759        454699547        454664772        454630708        454595661        454560806        454527805        454494105        454459793        454426677        454394222        454361494   
455051318     455002725        454962663        454921586        454883992        454844234        454806126        454768961        454733767        454699554        454664798        454630716        454595679        454560822        454527821        454494113        454459801        454426685        454394230        454361502   
455051326     455002733        454962465        454921636        454884008        454844242        454806159        454768979        454733551        454699372        454664806        454630724        454595687        454560608        454527839        454494121        454459827        454426693        454394248        454361510   
455051334     455002741        454962473        454921651        454884016        454844259        454805946        454768987        454733569        454699414        454664814        454630732        454595695        454560624        454527847        454494154        454459835        454426701        454394255        454361528   
455051342     455002758        454962507        454921669        454884024        454844267        454805961        454768995        454733585        454699430        454664830        454630740        454595703        454560632        454527854        454494162        454459843        454426719        454394263        454361536   
455051359     455002766        454962523        454921677        454884032        454844051        454805979        454769019        454733593        454699448        454664848        454630757        454595711        454560640        454527862        454494170        454459850        454426727        454394271        454361320   
455051375     455002782        454962358        454921693        454883828        454844069        454805987        454769043        454733601        454699232        454664855        454630765        454595745        454560665        454527664        454494188        454459868        454426735        454394289        454361338   
455051383     455002790        454962374        454921461        454883836        454844085        454805995        454768839        454733619        454699240        454664889        454630559        454595752        454560681        454527672        454493982        454459876        454426743        454394305        454361346   
455051177     455002808        454962382        454921479        454883844        454844093        454806019        454768862        454733635        454699257        454664657        454630575        454595539        454560699        454527680        454494006        454459892        454426750        454394115        454361361   
455051185     455002592        454962408        454921487        454883885        454844101        454806027        454768870        454733643        454699265        454664673        454630583        454595554        454560707        454527698        454494014        454459900        454426768        454394123        454361379   
455051201     455002618        454962424        454921503        454883893        454844119        454806035        454768904        454733452        454699281        454664681        454630591        454595570        454560517        454527706        454494022        454459686        454426776        454394149        454361387   
455051219     455002626        454962432        454921511        454883901        454844127        454806043        454768912        454733460        454699299        454664707        454630609        454595596        454560525        454527714        454494055        454459694        454426560        454394164        454361395   
455051235     455002642        454962234        454921537        454883919        454844135        454805821        454768714        454733486        454699307        454664723        454630641        454595604        454560541        454527730        454494071        454459702        454426578        454394172        454361403   
455051243     455002659        454962242        454921560        454883927        454844143        454805839        454768722        454733494        454699315        454664731        454630443        454595612        454560558        454527748        454493867        454459710        454426594        454394180        454361411   
455051250     455002675        454962317        454921354        454883737        454844150        454805862        454768730        454733502        454699323        454664749        454630476        454595638        454560566        454527755        454493875        454459728        454426602        454394198        454361429   
455051268     455002683        454962325        454921362        454883745        454843970        454805888        454768748        454733510        454699331        454664756        454630484        454595422        454560574        454527763        454493891        454459736        454426610        454393984        454361205   
455051276     455002477        454962127        454921370        454883760        454843988        454805904        454768755        454733528        454699125        454664541        454630492        454595430        454560590        454527557        454493909        454459751        454426628        454393992        454361213   
455051060     455002493        454962135        454921388        454883778        454843996        454805912        454768771        454733536        454699133        454664566        454630500        454595448        454560400        454527573        454493917        454459769        454426636        454394008        454361221   
455051078     455002501        454962143        454921396        454883786        454844002        454805920        454768797        454733544        454699141        454664574        454630518        454595463        454560418        454527581        454493925        454459777        454426651        454394016        454361239   
455051086     455002519        454962150        454921404        454883794        454844010        454805714        454768607        454733338        454699158        454664582        454630526        454595489        454560426        454527599        454493933        454459785        454426669        454394032        454361247   
455051102     455002527        454962184        454921412        454883802        454844036        454805722        454768615        454733346        454699166        454664608        454630542        454595505        454560434        454527607        454493941        454459561        454426446        454394040        454361262   
455051110     455002543        454962192        454921446        454883810        454844044        454805730        454768623        454733353        454699174        454664616        454630336        454595513        454560442        454527615        454493958        454459579        454426453        454394057        454361270   
455051128     455002550        454962200        454921453        454883612        454843855        454805748        454768631        454733361        454699182        454664624        454630351        454595521        454560467        454527623        454493966        454459587        454426461        454394081        454361288   
455051136     455002568        454962218        454921255        454883620        454843863        454805755        454768649        454733379        454699190        454664640        454630369        454595323        454560475        454527649        454493768        454459603        454426479        454393885        454361304   
455051144     455002394        454962226        454921271        454883661        454843871        454805763        454768656        454733387        454699216        454664442        454630377        454595331        454560483        454527656        454493776        454459629        454426487        454393893        454361098   
455050955     455002402        454962010        454921289        454883687        454843905        454805771        454768664        454733395        454699026        454664459        454630385        454595349        454560285        454527441        454493784        454459637        454426495        454393901        454361114   
455050971     455002436        454962028        454921297        454883695        454843921        454805805        454768672        454733403        454699034        454664467        454630393        454595364        454560293        454527458        454493792        454459652        454426503        454393919        454361122   
455050989     455002253        454962044        454921305        454883497        454843715        454805813        454768680        454733411        454699042        454664475        454630401        454595372        454560319        454527466        454493826        454459660        454426511        454393927        454361130   
455051003     455002261        454962051        454921313        454883513        454843731        454805607        454768698        454733437        454699059        454664483        454630229        454595380        454560327        454527482        454493834        454459678        454426537        454393943        454361148   
455051011     455002279        454962069        454921321        454883547        454843756        454805615        454768706        454733221        454699067        454664491        454630237        454595406        454560343        454527490        454493842        454459462        454426545        454393950        454361155   
455051045     455002295        454962077        454921347        454883570        454843772        454805623        454768490        454733239        454699075        454664509        454630245        454595190        454560350        454527508        454493651        454459470        454426552        454393968        454361163   
455051052     455002303        454962085        454921172        454883588        454843798        454805649        454768508        454733254        454699109        454664517        454630252        454595208        454560186        454527524        454493669        454459496        454426339        454393760        454361171   
455050872     455002311        454962119        454921206        454883380        454843806        454805656        454768516        454733262        454699117        454664525        454630286        454595216        454560194        454527532        454493677        454459504        454426347        454393794        454361189   
455050906     455002162        454961905        454921214        454883398        454843814        454805664        454768524        454733270        454698895        454664327        454630310        454595224        454560202        454527540        454493685        454459520        454426354        454393802        454361197   
455050914     455002212        454961913        454921230        454883406        454843608        454805672        454768532        454733312        454698903        454664343        454630112        454595232        454560210        454527334        454493693        454459546        454426362        454393828        454360983   
455050922     455002246        454961921        454921024        454883414        454843616        454805680        454768540        454733320        454698929        454664350        454630138        454595240        454560228        454527342        454493701        454459553        454426370        454393836        454360991   
455050930     455002014        454961939        454921032        454883422        454843640        454805698        454768557        454733122        454698937        454664384        454630153        454595265        454560236        454527367        454493719        454459363        454426404        454393844        454361007   
455050948     455002030        454961947        454921040        454883448        454843657        454805706        454768565        454733130        454698945        454664392        454630161        454595273        454560244        454527375        454493727        454459371        454426412        454393851        454361015   
455050732     455002055        454961954        454921057        454883455        454843673        454805490        454768573        454733148        454698952        454664400        454630179        454595307        454560269        454527391        454493735        454459389        454426420        454393646        454361023   
455050757     455002063        454961962        454921073        454883273        454843707        454805508        454768599        454733155        454698960        454664418        454630187        454595091        454560277        454527417        454493743        454459413        454426222        454393653        454361031   
455050765     455002071        454961970        454921081        454883281        454843483        454805516        454768383        454733163        454698978        454664426        454630195        454595109        454560053        454527433        454493529        454459421        454426230        454393661        454361056   
455050773     455002097        454961988        454921099        454883299        454843491        454805524        454768409        454733171        454698986        454664434        454630203        454595117        454560087        454527268        454493537        454459447        454426248        454393679        454361064   
455050799     455002113        454961996        454921107        454883307        454843566        454805532        454768417        454733189        454698770        454664210        454630211        454595125        454560095        454527276        454493545        454459249        454426255        454393687        454361072   
455050807     455002121        454962002        454921115        454883315        454843574        454805540        454768425        454733205        454698804        454664228        454630005        454595133        454560103        454527284        454493552        454459256        454426263        454393695        454360868   
455050815     455001909        454961798        454920927        454883331        454843590        454805557        454768433        454733031        454698812        454664236        454630021        454595141        454560129        454527300        454493560        454459264        454426271        454393703        454360884   
455050823     455001917        454961806        454920935        454883364        454843368        454805573        454768441        454733049        454698820        454664244        454630047        454595158        454560137        454527326        454493578        454459272        454426289        454393711        454360892   
455050831     455001933        454961814        454920943        454883372        454843376        454805599        454768458        454733056        454698838        454664251        454630054        454595166        454560145        454527110        454493586        454459280        454426297        454393729        454360900   
455050658     455001966        454961822        454920950        454883174        454843384        454805391        454768466        454733064        454698846        454664269        454630062        454594987        454560152        454527128        454493594        454459298        454426305        454393737        454360918   
455050674     455001974        454961830        454920968        454883190        454843392        454805417        454768474        454733106        454698853        454664277        454630070        454594995        454560160        454527136        454493602        454459306        454426313        454393745        454360934   
455050682     455002006        454961848        454920976        454883216        454843400        454805425        454768482        454732918        454698861        454664285        454630088        454595000        454559972        454527144        454493412        454459314        454426321        454393554        454360942   
455050690     455001792        454961855        454920984        454883224        454843426        454805433        454768268        454732934        454698879        454664293        454630096        454595018        454559998        454527169        454493420        454459348        454426107        454393562        454360959   
455050708     455001800        454961863        454921008        454883232        454843434        454805441        454768284        454732942        454698887        454664319        454629890        454595026        454560004        454527185        454493438        454459157        454426115        454393570        454360967   
455050518     455001818        454961871        454921016        454883240        454843459        454805458        454768318        454732959        454698648        454664103        454629908        454595034        454560012        454527193        454493453        454459173        454426149        454393588        454360769   
455050526     455001826        454961889        454920802        454883257        454843467        454805466        454768326        454732967        454698655        454664111        454629916        454595042        454560020        454527201        454493487        454459181        454426156        454393604        454360777   
455050559     455001842        454961897        454920828        454883059        454843475        454805474        454768334        454732983        454698671        454664129        454629924        454595059        454560038        454527003        454493495        454459199        454426164        454393612        454360785   


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455050609     455001859        454961673        454920869        454883083        454843251        454805482        454768359        454732991        454698689        454664137        454629932        454595067        454559840        454527011        454493511        454459207        454426172        454393620        454360793   
455050617     455001875        454961681        454920885        454883091        454843269        454805284        454768375        454733007        454698697        454664145        454629940        454595075        454559857        454527029        454493321        454459041        454426180        454393638        454360801   
455050419     455001883        454961699        454920893        454883109        454843277        454805292        454768151        454733015        454698713        454664152        454629957        454595083        454559931        454527037        454493339        454459058        454426198        454393422        454360819   
455050427     455001891        454961707        454920901        454883117        454843285        454805300        454768177        454732801        454698721        454664160        454629981        454594862        454559725        454527045        454493347        454459066        454426206        454393455        454360827   
455050450     455001677        454961723        454920695        454883125        454843293        454805318        454768185        454732819        454698739        454664178        454629999        454594870        454559733        454527052        454493354        454459074        454425992        454393463        454360843   
455050468     455001693        454961731        454920703        454883133        454843301        454805334        454768193        454732835        454698747        454664186        454629791        454594888        454559758        454527060        454493362        454459082        454426008        454393471        454360850   
455050476     455001701        454961749        454920711        454883141        454843319        454805342        454768219        454732843        454698754        454664202        454629809        454594896        454559766        454527078        454493370        454459108        454426016        454393489        454360637   
455050492     455001735        454961756        454920729        454882945        454843327        454805359        454768227        454732850        454698531        454663998        454629817        454594904        454559774        454527094        454493388        454459116        454426032        454393497        454360660   
455050500     455001743        454961764        454920737        454882952        454843335        454805375        454768235        454732868        454698549        454664004        454629825        454594912        454559790        454527102        454493206        454459124        454426065        454393505        454360686   
455050310     455001560        454961772        454920752        454882960        454843343        454805169        454768243        454732876        454698580        454664012        454629833        454594920        454559808        454526898        454493214        454459132        454426081        454393513        454360694   
455050328     455001578        454961780        454920760        454882978        454843350        454805177        454768250        454732884        454698598        454664020        454629866        454594938        454559816        454526906        454493255        454458944        454426099        454393521        454360702   
455050344     455001586        454961566        454920778        454883026        454843160        454805193        454768045        454732892        454698606        454664038        454629882        454594946        454559824        454526922        454493271        454458969        454425893        454393299        454360710   
455050187     455001594        454961574        454920786        454883034        454843178        454805201        454768052        454732900        454698614        454664046        454629668        454594953        454559626        454526930        454493289        454458977        454425901        454393307        454360736   
455050203     455001610        454961582        454920794        454883042        454843186        454805219        454768060        454732686        454698630        454664061        454629676        454594979        454559634        454526948        454493297        454458985        454425919        454393323        454360512   
455050211     455001628        454961590        454920588        454882853        454843194        454805227        454768086        454732694        454698424        454664079        454629692        454594763        454559642        454526955        454493099        454459017        454425927        454393349        454360520   
455050229     455001644        454961624        454920596        454882861        454843202        454805235        454768102        454732702        454698432        454663881        454629718        454594771        454559659        454526963        454493123        454459025        454425935        454393356        454360546   
455050237     455001651        454961640        454920604        454882879        454843210        454805250        454768128        454732710        454698440        454663899        454629726        454594789        454559667        454526971        454493156        454459033        454425968        454393364        454360553   
455050278     455001669        454961657        454920620        454882887        454843228        454805268        454768136        454732728        454698457        454663907        454629734        454594797        454559683        454526989        454493164        454458829        454425976        454393380        454360579   
455050070     455001453        454961665        454920638        454882895        454843236        454805045        454767930        454732744        454698465        454663915        454629742        454594805        454559691        454526997        454493172        454458837        454425984        454393398        454360587   
455050088     455001461        454961459        454920646        454882911        454843244        454805052        454767948        454732751        454698481        454663923        454629759        454594813        454559709        454526781        454493180        454458845        454425778        454393406        454360603   
455050096     455001479        454961467        454920653        454882929        454843038        454805060        454767955        454732769        454698507        454663931        454629767        454594821        454559501        454526799        454493198        454458852        454425794        454393190        454360611   
455050112     455001487        454961475        454920661        454882937        454843046        454805078        454767971        454732777        454698523        454663949        454629551        454594839        454559519        454526807        454492984        454458860        454425810        454393208        454360629   
455050138     455001495        454961483        454920687        454882739        454843061        454805094        454767989        454732785        454698317        454663956        454629569        454594847        454559527        454526815        454492992        454458878        454425828        454393224        454360405   
455050153     455001503        454961491        454920471        454882762        454843079        454805136        454767997        454732579        454698325        454663972        454629577        454594649        454559535        454526823        454493016        454458894        454425836        454393232        454360413   
455050161     455001511        454961509        454920489        454882770        454843087        454805144        454768003        454732587        454698333        454663980        454629585        454594664        454559543        454526831        454493024        454458902        454425844        454393240        454360421   
455050179     455001529        454961517        454920497        454882788        454843095        454804931        454768011        454732595        454698341        454663774        454629593        454594672        454559550        454526849        454493040        454458910        454425851        454393257        454360439   
455049965     455001537        454961525        454920505        454882796        454843103        454804949        454768029        454732603        454698366        454663782        454629619        454594680        454559584        454526864        454493057        454458928        454425869        454393265        454360462   
455049973     455001552        454961533        454920513        454882804        454843111        454804956        454768037        454732611        454698374        454663824        454629627        454594698        454559600        454526872        454493065        454458712        454425877        454393273        454360470   
455049981     455001347        454961541        454920521        454882812        454843129        454804964        454767823        454732629        454698390        454663840        454629635        454594706        454559410        454526674        454493073        454458720        454425653        454393281        454360496   
455049999     455001354        454961558        454920539        454882820        454843137        454804980        454767831        454732637        454698408        454663857        454629643        454594722        454559436        454526682        454493081        454458738        454425661        454393075        454360306   
455050013     455001362        454961368        454920547        454882606        454842931        454804998        454767849        454732652        454698416        454663865        454629650        454594730        454559444        454526690        454492877        454458795        454425679        454393091        454360314   
455050047     455001396        454961384        454920554        454882614        454842949        454805003        454767864        454732660        454698200        454663873        454629445        454594748        454559451        454526708        454492885        454458803        454425687        454393109        454360322   
455050062     455001404        454961392        454920562        454882622        454842956        454805011        454767872        454732678        454698218        454663667        454629452        454594524        454559485        454526724        454492893        454458605        454425695        454393117        454360330   
455049890     455001412        454961400        454920372        454882648        454842964        454805037        454767898        454732470        454698226        454663683        454629460        454594540        454559287        454526740        454492919        454458613        454425703        454393125        454360348   
455049908     455001420        454961418        454920380        454882689        454842972        454804824        454767906        454732504        454698275        454663691        454629478        454594565        454559295        454526765        454492927        454458621        454425729        454393133        454360355   
455049916     455001446        454961434        454920398        454882713        454842998        454804832        454767914        454732520        454698291        454663709        454629486        454594573        454559311        454526567        454492943        454458654        454425737        454393141        454360363   
455049932     455001230        454961442        454920406        454882481        454843004        454804840        454767922        454732538        454698101        454663717        454629502        454594581        454559329        454526575        454492950        454458662        454425745        454393158        454360371   
455049940     455001248        454961236        454920422        454882499        454843012        454804865        454767724        454732546        454698119        454663741        454629510        454594607        454559352        454526591        454492968        454458688        454425752        454393166        454360389   
455049957     455001255        454961244        454920430        454882515        454843020        454804873        454767732        454732553        454698127        454663758        454629536        454594615        454559378        454526609        454492976        454458506        454425760        454393174        454360397   
455049759     455001263        454961251        454920448        454882523        454842824        454804881        454767740        454732561        454698135        454663766        454629544        454594623        454559386        454526617        454492752        454458514        454425547        454392960        454360165   
455049767     455001271        454961269        454920455        454882531        454842832        454804899        454767757        454732363        454698150        454663550        454629338        454594631        454559394        454526625        454492786        454458522        454425554        454392978        454360199   
455049783     455001305        454961277        454920463        454882549        454842840        454804907        454767765        454732371        454698168        454663568        454629346        454594417        454559162        454526633        454492802        454458548        454425562        454392986        454360207   
455049817     455001339        454961293        454920240        454882598        454842857        454804915        454767773        454732389        454698176        454663576        454629353        454594425        454559170        454526641        454492836        454458555        454425570        454392994        454360249   
455049825     455001123        454961301        454920257        454882374        454842865        454804717        454767781        454732397        454698184        454663584        454629379        454594433        454559188        454526658        454492844        454458563        454425588        454393000        454360256   
455049833     455001149        454961319        454920265        454882382        454842873        454804725        454767799        454732405        454698192        454663592        454629387        454594458        454559196        454526468        454492851        454458373        454425596        454393018        454360264   
455049635     455001156        454961327        454920273        454882390        454842899        454804733        454767807        454732413        454697996        454663600        454629395        454594466        454559220        454526476        454492869        454458381        454425612        454393034        454360272   
455049643     455001164        454961335        454920281        454882416        454842907        454804741        454767815        454732421        454698002        454663659        454629403        454594474        454559238        454526484        454492638        454458399        454425620        454393042        454360280   
455049676     455001172        454961137        454920299        454882432        454842915        454804758        454767609        454732439        454698010        454663444        454629429        454594482        454559246        454526492        454492646        454458407        454425638        454393059        454360033   
455049684     455001198        454961145        454920307        454882440        454842709        454804774        454767617        454732454        454698028        454663451        454629221        454594490        454559253        454526500        454492653        454458423        454425646        454393067        454360041   
455049692     455001206        454961152        454920323        454882457        454842717        454804782        454767633        454732249        454698036        454663477        454629247        454594508        454559261        454526518        454492687        454458449        454425422        454392853        454360058   
455049700     455001222        454961160        454920331        454882465        454842725        454804816        454767641        454732256        454698044        454663493        454629254        454594300        454559279        454526526        454492695        454458456        454425430        454392861        454360066   
455049551     455001024        454961178        454920141        454882473        454842733        454804600        454767658        454732264        454698051        454663501        454629262        454594326        454559055        454526542        454492703        454458472        454425448        454392879        454360074   
455049569     455001040        454961186        454920158        454882259        454842741        454804618        454767666        454732272        454698069        454663519        454629270        454594334        454559063        454526559        454492711        454458266        454425455        454392887        454360082   
455049593     455001057        454961202        454920174        454882267        454842774        454804626        454767682        454732280        454698077        454663527        454629296        454594359        454559071        454526351        454492729        454458282        454425463        454392895        454360108   
455049601     455001099        454961228        454920182        454882309        454842782        454804634        454767690        454732306        454698085        454663337        454629304        454594367        454559089        454526385        454492737        454458290        454425471        454392903        454360132   
455049619     455000893        454961012        454920190        454882325        454842790        454804642        454767708        454732322        454697889        454663345        454629312        454594375        454559097        454526393        454492745        454458316        454425539        454392929        454360140   
455049445     455000919        454961020        454920208        454882333        454842808        454804659        454767484        454732330        454697897        454663352        454629320        454594391        454559105        454526427        454492521        454458324        454425315        454392937        454360157   
455049486     455000927        454961038        454920232        454882358        454842592        454804667        454767500        454732132        454697905        454663360        454629114        454594409        454559113        454526435        454492539        454458332        454425356        454392945        454359910   
455049494     455000935        454961053        454920018        454882366        454842626        454804683        454767518        454732140        454697921        454663378        454629130        454594193        454559147        454526443        454492547        454458365        454425364        454392952        454359936   
455049304     455000943        454961079        454920042        454882150        454842634        454804691        454767526        454732157        454697947        454663386        454629155        454594201        454558941        454526252        454492554        454458167        454425372        454392739        454359944   
455049338     455000984        454961087        454920059        454882176        454842642        454804709        454767542        454732165        454697954        454663394        454629163        454594227        454558958        454526260        454492562        454458175        454425380        454392747        454359969   
455049387     455000992        454961095        454920067        454882226        454842659        454804493        454767559        454732173        454697962        454663402        454629171        454594235        454558966        454526278        454492570        454458183        454425398        454392762        454359977   
455049189     455001008        454961103        454920075        454882242        454842667        454804527        454767575        454732199        454697970        454663410        454629205        454594243        454558990        454526286        454492588        454458209        454425406        454392796        454359985   
455049213     455000786        454961111        454920083        454882036        454842675        454804535        454767583        454732207        454697988        454663428        454629213        454594250        454559006        454526302        454492596        454458225        454425414        454392804        454360009   
455049247     455000810        454960915        454920091        454882044        454842493        454804550        454767591        454732215        454697772        454663212        454629015        454594268        454559014        454526310        454492604        454458233        454425208        454392838        454360017   
455049254     455000828        454960923        454920109        454882077        454842501        454804568        454767377        454732223        454697780        454663238        454629023        454594276        454559030        454526146        454492620        454458241        454425216        454392622        454360025   
455049270     455000836        454960931        454920117        454882085        454842519        454804576        454767385        454732231        454697798        454663246        454629031        454594284        454559048        454526153        454492414        454458258        454425224        454392630        454359803   
455049288     455000844        454960964        454920125        454882101        454842527        454804584        454767401        454732025        454697806        454663253        454629049        454594292        454558834        454526161        454492422        454458068        454425232        454392648        454359811   
455049080     455000851        454960972        454919903        454882119        454842535        454804592        454767419        454732033        454697814        454663261        454629064        454594086        454558842        454526179        454492448        454458076        454425240        454392655        454359829   
455049098     455000869        454960980        454919911        454882135        454842543        454804386        454767427        454732041        454697822        454663279        454629072        454594094        454558867        454526203        454492455        454458084        454425257        454392663        454359837   
455049106     455000877        454960790        454919929        454881921        454842550        454804410        454767435        454732058        454697830        454663287        454629098        454594102        454558875        454526211        454492463        454458092        454425265        454392689        454359860   
455049130     455000687        454960808        454919937        454881939        454842568        454804428        454767468        454732066        454697848        454663295        454629106        454594110        454558883        454526229        454492471        454458100        454425273        454392697        454359886   
455049155     455000695        454960824        454919945        454881954        454842576        454804436        454767476        454732074        454697863        454663303        454628918        454594128        454558891        454526245        454492489        454458118        454425281        454392705        454359894   


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455049171     455000703        454960832        454919952        454881962        454842584        454804451        454767260        454732090        454697871        454663311        454628926        454594151        454558917        454526039        454492497        454458126        454425299        454392721        454359696   
455048967     455000711        454960840        454919978        454881970        454842386        454804469        454767278        454732108        454697665        454663105        454628934        454594177        454558925        454526047        454492505        454458134        454425307        454392515        454359704   
455048983     455000729        454960865        454919994        454881988        454842402        454804477        454767286        454732124        454697673        454663113        454628942        454594185        454558743        454526054        454492513        454458159        454425091        454392523        454359712   
455048991     455000745        454960873        454920000        454881996        454842410        454804485        454767294        454731910        454697681        454663139        454628959        454593989        454558750        454526062        454492307        454457946        454425109        454392531        454359720   
455049015     455000752        454960899        454919788        454882002        454842428        454804279        454767302        454731928        454697715        454663147        454628967        454594003        454558768        454526070        454492315        454457953        454425117        454392549        454359738   
455049023     455000570        454960683        454919820        454882028        454842436        454804287        454767344        454731944        454697731        454663162        454628991        454594011        454558800        454526088        454492323        454457979        454425125        454392564        454359746   
455049049     455000588        454960691        454919846        454881814        454842451        454804295        454767369        454731951        454697749        454663170        454628801        454594029        454558818        454526096        454492331        454457995        454425141        454392572        454359753   
455048850     455000596        454960725        454919853        454881822        454842477        454804303        454767161        454731969        454697756        454663196        454628819        454594037        454558826        454526104        454492356        454458001        454425158        454392580        454359761   
455048876     455000604        454960733        454919861        454881830        454842279        454804329        454767187        454731977        454697558        454663204        454628827        454594052        454558628        454526112        454492372        454458019        454425166        454392614        454359779   
455048884     455000612        454960758        454919887        454881848        454842287        454804337        454767195        454731985        454697566        454662990        454628835        454594060        454558636        454526120        454492380        454458027        454425174        454392390        454359787   
455048926     455000620        454960766        454919671        454881855        454842295        454804378        454767203        454732009        454697574        454663006        454628843        454594078        454558644        454526138        454492398        454458035        454425182        454392408        454359589   
455048934     455000638        454960774        454919689        454881863        454842303        454804170        454767211        454731829        454697590        454663014        454628850        454593872        454558651        454525924        454492190        454458043        454425190        454392416        454359597   
455048744     455000646        454960782        454919705        454881913        454842311        454804212        454767237        454731837        454697608        454663022        454628868        454593880        454558669        454525932        454492208        454458050        454424987        454392424        454359605   
455048751     455000653        454960592        454919713        454881707        454842345        454804220        454767245        454731845        454697616        454663030        454628876        454593898        454558677        454525940        454492216        454457839        454424995        454392432        454359613   
455048785     455000661        454960626        454919721        454881715        454842352        454804238        454767252        454731852        454697624        454663055        454628884        454593906        454558685        454525957        454492224        454457854        454425000        454392440        454359621   
455048793     455000471        454960634        454919739        454881723        454842360        454804246        454767054        454731860        454697632        454663063        454628892        454593914        454558693        454525973        454492257        454457862        454425018        454392457        454359639   
455048819     455000489        454960659        454919754        454881731        454842162        454804253        454767088        454731878        454697657        454663071        454628694        454593922        454558701        454525999        454492265        454457888        454425026        454392465        454359647   
455048843     455000497        454960675        454919762        454881749        454842170        454804261        454767096        454731886        454697442        454663089        454628702        454593930        454558719        454526005        454492273        454457896        454425034        454392481        454359670   
455048645     455000505        454960477        454919572        454881756        454842188        454804063        454767104        454731894        454697459        454663097        454628728        454593948        454558727        454526021        454492281        454457904        454425042        454392499        454359688   
455048652     455000513        454960485        454919580        454881780        454842196        454804071        454767138        454731902        454697467        454662891        454628736        454593955        454558511        454525825        454492299        454457912        454425059        454392291        454359472   
455048686     455000539        454960493        454919606        454881798        454842238        454804097        454767146        454731696        454697475        454662917        454628785        454593963        454558529        454525841        454492083        454457920        454425067        454392309        454359480   
455048728     455000547        454960519        454919622        454881806        454842246        454804105        454766932        454731712        454697483        454662925        454628579        454593971        454558537        454525858        454492091        454457938        454425075        454392317        454359498   
455048520     455000349        454960527        454919630        454881608        454842048        454804121        454766940        454731720        454697509        454662933        454628587        454593773        454558545        454525866        454492109        454457714        454425083        454392325        454359506   
455048546     455000356        454960352        454919655        454881624        454842055        454804139        454766957        454731738        454697517        454662966        454628595        454593781        454558578        454525874        454492125        454457722        454424870        454392333        454359514   
455048561     455000398        454960386        454919457        454881632        454842063        454804154        454766981        454731746        454697525        454662974        454628603        454593807        454558586        454525882        454492133        454457730        454424896        454392341        454359522   
455048579     455000406        454960394        454919465        454881665        454842071        454803933        454767005        454731753        454697533        454662982        454628611        454593815        454558610        454525890        454492158        454457748        454424904        454392366        454359530   
455048587     455000414        454960402        454919481        454881681        454842089        454803941        454767039        454731761        454697541        454662776        454628629        454593823        454558412        454525700        454491978        454457755        454424920        454392374        454359548   
455048595     455000422        454960436        454919499        454881699        454842097        454803974        454766825        454731779        454697335        454662784        454628645        454593831        454558438        454525718        454491986        454457771        454424938        454392382        454359555   
455048611     455000430        454960444        454919515        454881483        454842105        454803990        454766841        454731795        454697343        454662792        454628652        454593849        454558446        454525726        454491994        454457789        454424946        454392176        454359563   
455048421     455000448        454960451        454919523        454881491        454842121        454804006        454766858        454731571        454697350        454662800        454628660        454593856        454558453        454525734        454492018        454457805        454424961        454392184        454359571   
455048447     455000232        454960246        454919531        454881509        454842139        454804030        454766890        454731589        454697368        454662818        454628462        454593666        454558461        454525742        454492026        454457813        454424979        454392192        454359381   
455048454     455000240        454960253        454919549        454881533        454842147        454803826        454766908        454731605        454697376        454662826        454628470        454593674        454558487        454525759        454492034        454457607        454424763        454392200        454359399   
455048462     455000257        454960261        454919556        454881566        454841958        454803834        454766916        454731621        454697392        454662834        454628488        454593708        454558495        454525767        454492042        454457615        454424771        454392218        454359407   
455048470     455000265        454960303        454919333        454881582        454841966        454803859        454766924        454731639        454697400        454662842        454628504        454593716        454558503        454525775        454492059        454457623        454424789        454392226        454359423   
455048488     455000273        454960311        454919341        454881376        454841974        454803883        454766734        454731654        454697418        454662875        454628512        454593732        454558271        454525791        454492067        454457631        454424797        454392234        454359431   
455048496     455000299        454960154        454919358        454881400        454841982        454803917        454766759        454731662        454697426        454662669        454628520        454593757        454558305        454525593        454491861        454457656        454424813        454392242        454359449   
455048504     455000307        454960170        454919374        454881426        454842030        454803719        454766767        454731670        454697228        454662677        454628538        454593765        454558321        454525601        454491879        454457672        454424821        454392259        454359456   
455048512     455000315        454960188        454919382        454881434        454841834        454803727        454766791        454731688        454697236        454662693        454628546        454593559        454558339        454525619        454491887        454457680        454424839        454392267        454359464   
455048314     455000323        454960048        454919416        454881475        454841842        454803743        454766809        454731472        454697244        454662701        454628553        454593567        454558347        454525627        454491895        454457698        454424847        454392275        454359258   
455048322     455000331        454960089        454919432        454881269        454841875        454803750        454766601        454731480        454697269        454662719        454628561        454593575        454558370        454525635        454491903        454457706        454424854        454392069        454359266   
455048330     455000125        454960097        454919226        454881285        454841891        454803784        454766619        454731498        454697277        454662727        454628363        454593583        454558388        454525643        454491911        454457508        454424862        454392077        454359274   
455048348     455000133        454960113        454919234        454881293        454841909        454803800        454766635        454731506        454697285        454662743        454628371        454593591        454558164        454525650        454491929        454457524        454424656        454392119        454359282   
455048363     455000141        454960121        454919242        454881319        454841917        454803610        454766643        454731514        454697293        454662750        454628389        454593609        454558172        454525668        454491952        454457532        454424672        454392127        454359290   
455048371     455000158        454960139        454919259        454881335        454841925        454803628        454766668        454731522        454697301        454662552        454628397        454593617        454558180        454525676        454491762        454457540        454424680        454392135        454359308   
455048397     455000174        454959925        454919275        454881343        454841727        454803644        454766684        454731530        454697319        454662560        454628405        454593633        454558214        454525684        454491788        454457557        454424714        454392150        454359316   
455048199     455000208        454959941        454919283        454881152        454841735        454803651        454766692        454731555        454697327        454662578        454628413        454593658        454558230        454525692        454491796        454457573        454424722        454392168        454359324   
455048223     455000224        454959974        454919291        454881160        454841800        454803669        454766700        454731563        454697111        454662586        454628421        454593443        454558255        454525486        454491804        454457581        454424730        454391947        454359332   
455048231     455000018        454959982        454919309        454881228        454841818        454803503        454766486        454731332        454697137        454662594        454628447        454593450        454558263        454525494        454491812        454457599        454424748        454391962        454359340   
455048249     455000026        454959990        454919317        454881236        454841602        454803511        454766494        454731340        454697145        454662610        454628454        454593468        454558057        454525502        454491838        454457391        454424755        454391988        454359357   
455048272     455000034        454960006        454919325        454881244        454841628        454803537        454766502        454731365        454697152        454662628        454628249        454593484        454558073        454525510        454491846        454457417        454424557        454392010        454359142   
455048298     455000059        454960014        454919119        454881046        454841636        454803552        454766510        454731373        454697160        454662636        454628256        454593492        454558081        454525528        454491853        454457425        454424565        454392028        454359159   
455048090     455000091        454959834        454919127        454881053        454841644        454803578        454766528        454731399        454697178        454662644        454628264        454593518        454558107        454525536        454491655        454457433        454424573        454392044        454359167   
455048132     454999905        454959842        454919143        454881079        454841651        454803586        454766536        454731415        454697186        454662651        454628272        454593526        454558123        454525544        454491663        454457441        454424581        454391848        454359175   
455048140     454999913        454959867        454919150        454881087        454841669        454803594        454766577        454731423        454697194        454662453        454628280        454593534        454558131        454525551        454491671        454457458        454424599        454391855        454359183   
455048165     454999921        454959891        454919168        454881095        454841677        454803602        454766593        454731431        454697202        454662479        454628298        454593542        454558149        454525569        454491689        454457466        454424607        454391863        454359191   
455048181     454999947        454959909        454919176        454881103        454841701        454803396        454766395        454731449        454697210        454662487        454628314        454593336        454557943        454525577        454491705        454457474        454424615        454391871        454359225   
455048025     454999962        454959701        454919184        454881111        454841529        454803446        454766403        454731225        454697004        454662503        454628322        454593344        454557950        454525585        454491721        454457482        454424623        454391889        454359233   
455048033     454999970        454959727        454919192        454881129        454841537        454803461        454766411        454731233        454697053        454662511        454628330        454593351        454557968        454525387        454491739        454457490        454424631        454391897        454359241   
455048041     454999988        454959735        454919200        454880956        454841545        454803487        454766429        454731241        454697079        454662529        454628348        454593369        454557984        454525395        454491747        454457292        454424649        454391905        454359035   
455048066     454999996        454959750        454919218        454880964        454841586        454803495        454766437        454731266        454697087        454662347        454628132        454593377        454557992        454525429        454491549        454457300        454424425        454391913        454359043   
455047860     455000000        454959776        454919010        454880972        454841370        454803297        454766445        454731274        454697095        454662354        454628140        454593393        454558008        454525437        454491556        454457318        454424433        454391921        454359050   
455047878     454999798        454959784        454919028        454880998        454841388        454803305        454766262        454731308        454697103        454662362        454628157        454593401        454558024        454525445        454491564        454457326        454424441        454391723        454359076   
455047902     454999822        454959800        454919051        454881012        454841404        454803321        454766270        454731316        454696899        454662370        454628165        454593419        454558032        454525460        454491572        454457334        454424466        454391749        454359084   
455047928     454999830        454959610        454919069        454881038        454841412        454803354        454766288        454731324        454696907        454662388        454628181        454593427        454558040        454525288        454491580        454457342        454424474        454391756        454359092   
455047944     454999863        454959628        454919077        454880816        454841420        454803362        454766296        454731118        454696915        454662396        454628207        454593229        450384482        454525304        454491598        454457359        454424482        454391772        454359100   
455047969     454999871        454959636        454919093        454880824        454841453        454803370        454766304        454731126        454696956        454662404        454628215        454593245        447796905        454525312        454491606        454457375        454424490        454391780        454359118   
455047753     454999699        454959644        454919101        454880832        454841461        454803388        454766320        454731134        454696964        454662412        454628231        454593252        443396957        454525320        454491622        454457383        454424508        454391798        454359134   
455047761     454999731        454959651        454918897        454880857        454841263        454803172        454766338        454731142        454696972        454662420        454628025        454593260        443396312        454525338        454491630        454457185        454424516        454391806        454358920   
455047811     454999749        454959669        454918905        454880865        454841289        454803180        454766353        454731159        454696980        454662438        454628033        454593286        443395785        454525346        454491648        454457193        454424524        454391814        454358938   
455047837     454999756        454959677        454918913        454880873        454841305        454803198        454766361        454731167        454696998        454662446        454628041        454593294        443395033        454525379        454491457        454457219        454424318        454391822        454358946   
455047852     454999582        454959685        454918939        454880881        454841313        454803206        454766155        454731175        454696782        454662230        454628058        454593302        443394184        454525171        454491465        454457227        454424326        454391616        454358953   
455047662     454999624        454959693        454918947        454880907        454841321        454803222        454766163        454731183        454696790        454662255        454628066        454593328        443393160        454525189        454491473        454457235        454424334        454391632        454358961   
455047670     454999632        454959487        454918970        454880915        454841354        454803230        454766189        454731209        454696808        454662271        454628074        454593138        443393277        454525197        454491481        454457243        454424342        454391640        454358979   


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455047704     454999657        454959495        454918988        454880923        454841362        454803248        454766205        454731217        454696824        454662289        454628082        454593146        443392337        454525205        454491499        454457250        454424359        454391657        454358987   
455047738     454999665        454959503        454918996        454880709        454841164        454803255        454766239        454731001        454696832        454662297        454628090        454593153        443392485        454525213        454491507        454457268        454424367        454391665        454358995   
455047522     454999673        454959511        454918814        454880717        454841172        454803263        454766031        454731027        454696840        454662305        454628108        454593161        443391933        454525221        454491531        454457276        454424375        454391673        454359001   
455047555     454999467        454959529        454918822        454880725        454841180        454803271        454766049        454731035        454696857        454662313        454628116        454593179        443390547        454525239        454491333        454457284        454424383        454391681        454359019   
455047571     454999483        454959545        454918848        454880733        454841198        454803073        454766064        454731043        454696873        454662321        454628124        454593195        443390851        454525247        454491341        454457086        454424391        454391707        454359027   
455047613     454999491        454959560        454918855        454880741        454841206        454803107        454766080        454731092        454696881        454662339        454627910        454593203        443389937        454525254        454491358        454457102        454424409        454391715        454358813   
455047639     454999517        454959586        454918871        454880766        454841214        454803115        454766098        454730896        454696683        454662123        454627951        454593211        443389085        454525262        454491366        454457110        454424417        454391509        454358839   
455047423     454999525        454959370        454918681        454880774        454841222        454803123        454766106        454730904        454696691        454662149        454627969        454593005        443388665        454525056        454491382        454457128        454424201        454391517        454358854   
455047431     454999541        454959388        454918707        454880808        454841255        454803131        454766114        454730912        454696709        454662156        454627977        454593013        443388715        454525064        454491390        454457136        454424219        454391525        454358862   
455047456     454999558        454959404        454918731        454880600        454841040        454803156        454766122        454730920        454696717        454662164        454627985        454593021        443387105        454525080        454491408        454457151        454424227        454391533        454358870   
455047464     454999343        454959412        454918749        454880642        454841057        454803164        454766130        454730938        454696725        454662172        454627993        454593054        443386230        454525098        454491416        454456971        454424235        454391541        454358904   
455047498     454999368        454959420        454918772        454880675        454841073        454802943        454766148        454730953        454696741        454662180        454628017        454593070        443386412        454525106        454491424        454456989        454424243        454391558        454358698   
455047308     454999376        454959438        454918566        454880691        454841099        454802968        454765918        454730987        454696758        454662198        454627811        454593088        443386560        454525114        454491242        454457003        454424250        454391566        454358706   
455047316     454999392        454959446        454918574        454880493        454841107        454802976        454765942        454730797        454696766        454662222        454627829        454593096        443384508        454524950        454491259        454457037        454424268        454391608        454358714   
455047365     454999418        454959453        454918582        454880501        454841115        454802992        454765967        454730821        454696774        454662008        454627837        454593104        443383690        454524976        454491267        454457045        454424276        454391392        454358722   
455047381     454999442        454959271        454918590        454880519        454841149        454803008        454765975        454730839        454696576        454662016        454627845        454592890        443381108        454524984        454491275        454457052        454424284        454391400        454358730   
455047399     454999459        454959289        454918608        454880527        454840927        454803016        454766007        454730847        454696584        454662024        454627852        454592908        443379128        454524992        454491291        454457060        454424292        454391418        454358755   
455047407     454999236        454959297        454918624        454880535        454840943        454803024        454766015        454730862        454696592        454662057        454627886        454592924        443375936        454525007        454491309        454457078        454424300        454391426        454358763   
455047217     454999244        454959313        454918632        454880543        454840950        454803040        454766023        454730870        454696600        454662065        454627894        454592965        443374723        454525015        454491317        454456872        454424102        454391434        454358797   
455047225     454999277        454959321        454918640        454880550        454840968        454802836        454765801        454730698        454696618        454662107        454627902        454592973        443373964        454525049        454491127        454456898        454424128        454391442        454358805   
455047233     454999285        454959339        454918665        454880568        454840984        454802851        454765835        454730706        454696634        454661893        454627696        454592981        443370788        454524844        454491135        454456906        454424136        454391459        454358581   
455047241     454999301        454959347        454918459        454880584        454840992        454802869        454765850        454730714        454696642        454661919        454627704        454592791        443370507        454524851        454491143        454456914        454424144        454391467        454358599   
455047258     454999335        454959362        454918467        454880378        454841008        454802877        454765868        454730722        454696659        454661927        454627720        454592809        443370077        454524869        454491150        454456922        454424177        454391475        454358607   
455047274     454999129        454959156        454918483        454880394        454841016        454802885        454765876        454730730        454696667        454661943        454627738        454592817        443368618        454524877        454491168        454456948        454424185        454391269        454358615   
455047282     454999137        454959164        454918517        454880402        454841032        454802893        454765884        454730755        454696675        454661950        454627746        454592841        443368584        454524885        454491176        454456955        454424193        454391277        454358623   
455047100     454999178        454959172        454918525        454880428        454840828        454802901        454765892        454730771        454696469        454661968        454627779        454592866        443367651        454524893        454491184        454456740        454423971        454391285        454358631   
455047183     454999186        454959198        454918533        454880436        454840844        454802919        454765900        454730789        454696477        454661976        454627787        454592874        443367131        454524901        454491192        454456757        454424003        454391293        454358649   
455046979     454999194        454959214        454918541        454880444        454840851        454802927        454765686        454730573        454696485        454661984        454627795        454592882        443366018        454524919        454491200        454456781        454424029        454391301        454358656   
455046995     454999202        454959222        454918558        454880451        454840869        454802935        454765694        454730599        454696493        454661992        454627803        454592668        443366208        454524927        454491218        454456799        454424045        454391319        454358664   
455047027     454999228        454959230        454918368        454880477        454840893        454802729        454765710        454730607        454696501        454661794        454627589        454592676        443366307        454524943        454491226        454456807        454424052        454391327        454358672   
455047050     454999012        454959255        454918418        454880261        454840919        454802737        454765728        454730615        454696519        454661802        454627597        454592692        443365747        454524737        454491010        454456815        454424060        454391335        454358474   
455047068     454999038        454959057        454918434        454880279        454840711        454802778        454765744        454730623        454696527        454661810        454627605        454592700        443365432        454524745        454491028        454456823        454424078        454391343        454358490   
455046862     454999046        454959065        454918442        454880287        454840729        454802786        454765751        454730649        454696535        454661828        454627613        454592718        443365549        454524752        454491036        454456831        454424086        454391376        454358508   
455046870     454999079        454959073        454918236        454880311        454840737        454802802        454765777        454730656        454696543        454661836        454627621        454592726        443365051        454524760        454491044        454456856        454423872        454391152        454358516   
455046912     454999087        454959081        454918244        454880329        454840745        454802810        454765785        454730664        454696550        454661844        454627639        454592742        443363577        454524778        454491051        454456633        454423880        454391160        454358524   
455046953     454999095        454959099        454918269        454880337        454840752        454802828        454765793        454730672        454696568        454661851        454627647        454592767        443363023        454524794        454491077        454456641        454423898        454391178        454358540   
455046821     454999103        454959107        454918277        454880170        454840760        454802612        454765579        454730458        454696352        454661885        454627662        454592551        443363288        454524802        454491085        454456658        454423906        454391202        454358565   
455046839     454999111        454959115        454918293        454880188        454840786        454802620        454765629        454730474        454696360        454661687        454627670        454592569        443362272        454524810        454491101        454456666        454423922        454391210        454358375   
455046854     454998907        454959123        454918301        454880220        454840802        454802638        454765645        454730482        454696378        454661695        454627688        454592593        443362413        454524828        454491119        454456682        454423930        454391228        454358391   
455046649     454998915        454959131        454918319        454880246        454840810        454802646        454765660        454730524        454696402        454661703        454627472        454592601        443361951        454524836        454490905        454456690        454423955        454391236        454358409   
455046664     454998923        454958935        454918327        454880253        454840604        454802653        454765678        454730532        454696410        454661711        454627480        454592627        443361068        454524620        454490913        454456708        454423963        454391244        454358417   
455046680     454998931        454958950        454918335        454880048        454840612        454802661        454765462        454730540        454696428        454661729        454627498        454592635        443360045        454524638        454490921        454456716        454423757        454391251        454358433   
455046706     454998949        454958976        454918129        454880063        454840620        454802679        454765470        454730565        454696436        454661737        454627506        454592643        443358684        454524646        454490939        454456526        454423765        454391046        454358458   
455046714     454998956        454958984        454918145        454880071        454840653        454802687        454765488        454730367        454696444        454661745        454627514        454592650        443358098        454524661        454490947        454456534        454423773        454391053        454358466   
455046722     454998972        454958992        454918152        454880089        454840661        454802695        454765496        454730391        454696451        454661752        454627530        454592445        443356159        454524695        454490970        454456542        454423781        454391079        454358250   
455046524     454998998        454959016        454918194        454880097        454840687        454802703        454765504        454730425        454696246        454661760        454627555        454592452        443355367        454524703        454490988        454456559        454423807        454391087        454358276   
455046573     454999004        454959024        454918202        454880105        454840695        454802711        454765512        454730441        454696253        454661778        454627563        454592478        443352224        454524711        454490996        454456567        454423823        454391095        454358284   
455046581     454998808        454958810        454918210        454880113        454840703        454802513        454765546        454730243        454696279        454661570        454627571        454592486        443351549        454524729        454491002        454456575        454423831        454391103        454358292   
455046599     454998816        454958828        454918228        454880121        454840489        454802521        454765363        454730250        454696287        454661588        454627365        454592494        443350921        454524513        454490806        454456583        454423849        454391111        454358300   
455046607     454998832        454958851        454918004        454880139        454840497        454802539        454765371        454730268        454696295        454661596        454627373        454592502        443350673        454524521        454490814        454456591        454423641        454391129        454358318   
455046417     454998857        454958869        454918020        454880147        454840505        454802547        454765389        454730276        454696303        454661604        454627381        454592510        443350723        454524539        454490822        454456609        454423666        454391137        454358326   
455046425     454998873        454958877        454918053        454880014        454840513        454802554        454765397        454730284        454696311        454661612        454627399        454592528        443349675        454524547        454490830        454456617        454423674        454391145        454358334   
455046466     454998881        454958885        454918061        454879859        454840521        454802570        454765405        454730292        454696329        454661620        454627407        454592544        443347414        454524554        454490848        454456625        454423690        454390931        454358342   
455046482     454998899        454958893        454918087        454879867        454840539        454802588        454765421        454730300        454696337        454661638        454627423        454592320        443347075        454524562        454490855        454456419        454423716        454390956        454358144   
455046490     454998691        454958737        454918095        454879891        454840547        454802596        454765439        454730326        454696345        454661646        454627431        454592338        443346424        454524570        454490863        454456427        454423724        454390964        454358151   
455046508     454998709        454958752        454918111        454879917        454840570        454802604        454765447        454730334        454696139        454661653        454627449        454592346        443345202        454524588        454490871        454456443        454423732        454390972        454358169   
455046516     454998717        454958760        454917907        454879925        454840588        454802380        454765249        454730342        454696147        454661661        454627456        454592353        443344882        454524596        454490889        454456450        454423740        454390998        454358185   
455046300     454998741        454958778        454917915        454879933        454840372        454802414        454765264        454730136        454696162        454661471        454627464        454592361        443345152        454524604        454490897        454456468        454423534        454391012        454358201   
455046326     454998766        454958786        454917923        454879735        454840380        454802430        454765272        454730144        454696170        454661489        454627266        454592387        443343983        454524612        454490699        454456476        454423559        454391020        454358219   
455046334     454998774        454958794        454917956        454879743        454840406        454802463        454765298        454730151        454696196        454661497        454627274        454592395        443343215        454524414        454490707        454456484        454423575        454391038        454358227   
455046367     454998782        454958802        454917964        454879750        454840414        454802497        454765314        454730169        454696204        454661505        454627282        454592403        443342373        454524422        454490715        454456492        454423591        454390824        454358235   
455046383     454998576        454958596        454917766        454879768        454840422        454802273        454765330        454730177        454696220        454661513        454627290        454592411        443340062        454524430        454490723        454456500        454423609        454390832        454358037   
455046409     454998584        454958612        454917782        454879776        454840430        454802281        454765348        454730185        454696238        454661539        454627308        454592429        443338975        454524448        454490731        454456518        454423617        454390840        454358060   
455046193     454998592        454958620        454917816        454879784        454840455        454802299        454765132        454730193        454696022        454661547        454627316        454592213        443338231        454524455        454490764        454456302        454423625        454390857        454358086   
455046227     454998600        454958638        454917824        454879800        454840265        454802307        454765140        454730201        454696030        454661554        454627332        454592239        443337837        454524463        454490772        454456310        454423419        454390865        454358102   
455046086     454998618        454958646        454917832        454879826        454840273        454802315        454765157        454730219        454696048        454661562        454627340        454592247        443336623        454524471        454490780        454456328        454423427        454390873        454358110   
455046102     454998626        454958653        454917881        454879610        454840299        454802331        454765173        454730227        454696055        454661372        454627357        454592254        443335013        454524489        454490798        454456336        454423450        454390881        454358128   
455046128     454998642        454958695        454917659        454879636        454840307        454802364        454765199        454730029        454696063        454661380        454627142        454592262        443334883        454524505        454490582        454456344        454423476        454390899        454358136   
455046169     454998659        454958489        454917667        454879644        454840315        454802158        454765207        454730037        454696071        454661398        454627167        454592270        443334198        454524307        454490590        454456351        454423484        454390907        454357922   
455046177     454998675        454958497        454917675        454879651        454840323        454802166        454765215        454730045        454696089        454661406        454627175        454592288        443334388        454524315        454490632        454456369        454423500        454390915        454357930   
455046185     454998477        454958513        454917683        454879669        454840331        454802174        454765231        454730052        454696097        454661422        454627183        454592296        443331715        454524323        454490640        454456377        454423518        454390725        454357948   
455045971     454998501        454958547        454917717        454879693        454840349        454802182        454765041        454730060        454696113        454661448        454627191        454592304        454557836        454524331        454490657        454456195        454423302        454390733        454357955   
455045989     454998519        454958554        454917725        454879701        454840356        454802190        454765066        454730078        454696121        454661455        454627217        454592312        454557851        454524356        454490665        454456203        454423310        454390741        454357963   


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455045997     454998543        454958372        454917741        454879511        454840364        454802208        454765082        454730086        454695917        454661463        454627233        454592106        454557885        454524364        454490673        454456211        454423336        454390758        454357971   
455046003     454998550        454958398        454917576        454879529        454840166        454802216        454765090        454730094        454695925        454661273        454627241        454592114        454557901        454524380        454490475        454456245        454423351        454390766        454357989   
455046029     454998568        454958406        454917584        454879537        454840174        454802224        454765108        454730110        454695933        454661315        454627027        454592122        454557919        454524398        454490491        454456252        454423369        454390774        454357997   
455046037     454998345        454958414        454917592        454879545        454840182        454802232        454765124        454730128        454695958        454661323        454627035        454592130        454557927        454524406        454490509        454456260        454423377        454390782        454358003   
455046045     454998360        454958422        454917600        454879578        454840216        454802240        454764911        454729914        454695966        454661331        454627050        454592155        454557935        454524208        454490517        454456286        454423385        454390790        454358011   
455046052     454998394        454958430        454917618        454879586        454840224        454802257        454764929        454729922        454695982        454661349        454627068        454592163        454557729        454524216        454490525        454456294        454423393        454390808        454357815   
455046078     454998410        454958448        454917626        454879594        454840232        454802042        454764960        454729930        454695990        454661356        454627076        454592171        454557745        454524224        454490533        454456088        454423401        454390816        454357823   
455045849     454998451        454958455        454917634        454879602        454840257        454802075        454764978        454729948        454696006        454661364        454627092        454592205        454557752        454524240        454490558        454456096        454423179        454390600        454357849   
455045880     454998238        454958463        454917642        454879396        454840042        454802125        454764994        454729955        454695800        454661182        454627100        454592015        454557760        454524257        454490566        454456104        454423187        454390618        454357856   
455045898     454998253        454958471        454917477        454879412        454840067        454802141        454765009        454729963        454695818        454661190        454627118        454592023        454557786        454524265        454490574        454456112        454423195        454390626        454357864   
455045906     454998261        454958265        454917485        454879453        454840083        454801937        454764812        454729971        454695826        454661216        454627126        454592049        454557794        454524273        454490376        454456120        454423203        454390634        454357906   
455045914     454998311        454958273        454917493        454879461        454840091        454801945        454764820        454729989        454695834        454661232        454626912        454592056        454557802        454524281        454490384        454456138        454423211        454390642        454357708   
455045922     454998329        454958349        454917501        454879487        454840117        454801952        454764838        454729997        454695842        454661265        454626946        454592064        454557810        454524083        454490400        454456146        454423229        454390659        454357732   
455045930     454998337        454958364        454917519        454879495        454840133        454801960        454764846        454730003        454695859        454661034        454626961        454592080        454557828        454524091        454490418        454456153        454423245        454390667        454357765   
455045724     454998147        454958141        454917527        454879297        454839937        454801986        454764853        454730011        454695867        454661067        454626979        454592098        454557604        454524109        454490426        454456161        454423260        454390675        454357773   
455045757     454998188        454958158        454917535        454879305        454839945        454802018        454764861        454729799        454695875        454661083        454626987        454591884        454557620        454524117        454490434        454456179        454423278        454390683        454357781   
455045765     454998204        454958182        454917329        454879313        454839952        454802026        454764879        454729807        454695891        454661091        454626995        454591900        454557638        454524125        454490459        454456187        454423054        454390691        454357799   
455045781     454998022        454958190        454917337        454879321        454839960        454802034        454764697        454729815        454695909        454661109        454627001        454591926        454557646        454524133        454490467        454455999        454423062        454390709        454357807   
455045807     454998030        454958208        454917352        454879339        454839978        454801820        454764713        454729823        454695693        454661117        454627019        454591942        454557653        454524141        454490269        454456013        454423088        454390493        454357591   
455045831     454998048        454958216        454917360        454879347        454839986        454801838        454764721        454729849        454695701        454661158        454626805        454591959        454557687        454524158        454490277        454456021        454423096        454390501        454357609   
455045617     454998105        454958224        454917378        454879362        454840018        454801846        454764739        454729864        454695719        454660937        454626813        454591967        454557695        454524166        454490285        454456039        454423104        454390519        454357617   
455045625     454998113        454958026        454917386        454879370        454840034        454801853        454764747        454729872        454695735        454660945        454626821        454591975        454557497        454524174        454490293        454456054        454423112        454390527        454357625   
455045633     454997941        454958042        454917394        454879388        454839838        454801861        454764754        454729880        454695743        454660952        454626839        454591983        454557505        454524182        454490301        454456062        454423120        454390543        454357633   
455045641     454997958        454958067        454917402        454879172        454839846        454801879        454764762        454729898        454695750        454660960        454626854        454591777        454557513        454523986        454490319        454456070        454423138        454390550        454357641   
455045690     454997966        454958083        454917204        454879198        454839861        454801903        454764770        454729906        454695768        454660994        454626862        454591793        454557521        454523994        454490335        454455866        454423153        454390568        454357658   
455045526     454997974        454958091        454917212        454879214        454839887        454801911        454764788        454729682        454695776        454661000        454626870        454591843        454557539        454524018        454490152        454455874        454422940        454390576        454357674   
455045567     454997982        454958117        454917220        454879222        454839895        454801929        454764796        454729690        454695784        454661018        454626888        454591868        454557547        454524026        454490186        454455882        454422957        454390584        454357690   
455045591     454997990        454957911        454917238        454879230        454839903        454801713        454764580        454729708        454695792        454660820        454626896        454591876        454557554        454524034        454490194        454455890        454422965        454390592        454357492   
455045393     454997818        454957929        454917246        454879248        454839911        454801721        454764606        454729724        454695578        454660838        454626904        454591710        454557562        454524042        454490210        454455908        454422973        454390378        454357500   
455045401     454997834        454957937        454917253        454879255        454839713        454801747        454764622        454729732        454695594        454660846        454626706        454591736        454557570        454524059        454490228        454455932        454422981        454390386        454357567   
455045419     454997842        454957945        454917295        454879263        454839721        454801796        454764630        454729740        454695602        454660853        454626714        454591744        454557380        454524067        454490236        454455957        454422999        454390402        454357575   
455045427     454997883        454957952        454917097        454879065        454839739        454801812        454764663        454729757        454695628        454660861        454626722        454591751        454557398        454523853        454490038        454455965        454423005        454390410        454357583   
455045443     454997891        454957960        454917105        454879073        454839747        454801606        454764671        454729765        454695636        454660879        454626730        454591769        454557406        454523861        454490046        454455759        454423013        454390428        454357377   
455045450     454997693        454958018        454917121        454879081        454839754        454801614        454764689        454729773        454695644        454660887        454626755        454591579        454557414        454523887        454490053        454455767        454423021        454390436        454357385   
455045468     454997701        454957812        454917139        454879107        454839762        454801630        454764473        454729781        454695651        454660895        454626763        454591587        454557430        454523895        454490061        454455775        454423039        454390444        454357435   
455045476     454997719        454957838        454917147        454879115        454839770        454801648        454764481        454729575        454695669        454660911        454626789        454591595        454557448        454523911        454490095        454455783        454422825        454390451        454357443   
455045484     454997735        454957853        454917154        454879131        454839788        454801655        454764499        454729583        454695677        454660929        454626797        454591611        454557455        454523929        454490103        454455791        454422841        454390469        454357450   
455045492     454997776        454957887        454917188        454879149        454839796        454801663        454764523        454729591        454695461        454660739        454626599        454591629        454557463        454523937        454490111        454455809        454422858        454390485        454357260   
455045286     454997784        454957903        454917196        454878950        454839804        454801671        454764531        454729609        454695479        454660747        454626607        454591637        454557471        454523952        454490129        454455817        454422866        454390261        454357294   
455045294     454997792        454957697        454916982        454878968        454839606        454801689        454764549        454729617        454695487        454660754        454626623        454591645        454557489        454523747        454490137        454455825        454422882        454390279        454357302   
455045310     454997586        454957713        454917006        454878976        454839614        454801697        454764556        454729625        454695495        454660762        454626631        454591652        454557281        454523770        454489923        454455841        454422890        454390287        454357328   
455045344     454997602        454957721        454917014        454878984        454839622        454801499        454764564        454729633        454695503        454660770        454626649        454591454        454557299        454523788        454489931        454455858        454422908        454390303        454357336   
455045187     454997610        454957747        454917022        454878992        454839630        454801515        454764366        454729641        454695511        454660788        454626656        454591462        454557307        454523796        454489949        454455643        454422916        454390311        454357344   
455045211     454997628        454957770        454917048        454879008        454839648        454801523        454764374        454729658        454695529        454660812        454626664        454591470        454557315        454523804        454489956        454455650        454422924        454390329        454357351   
455045229     454997651        454957788        454917055        454879040        454839655        454801572        454764382        454729666        454695537        454660606        454626482        454591496        454557323        454523812        454489972        454455668        454422718        454390337        454357369   
455045237     454997685        454957796        454917063        454878844        454839663        454801598        454764390        454729674        454695545        454660614        454626490        454591504        454557331        454523838        454489980        454455676        454422726        454390345        454357161   
455045252     454997479        454957580        454916875        454878885        454839671        454801408        454764416        454729468        454695552        454660622        454626508        454591512        454557349        454523846        454489998        454455684        454422734        454390352        454357187   
455045096     454997495        454957598        454916891        454878893        454839689        454801416        454764424        454729476        454695560        454660655        454626516        454591520        454557356        454523622        454490004        454455692        454422759        454390360        454357195   
455045120     454997503        454957606        454916925        454878901        454839697        454801424        454764432        454729484        454695354        454660663        454626524        454591538        454557372        454523630        454490012        454455700        454422767        454390154        454357211   
455045138     454997529        454957655        454916958        454878927        454839705        454801432        454764440        454729492        454695370        454660689        454626532        454591348        454557174        454523648        454489816        454455718        454422775        454390162        454357229   
455045153     454997537        454957663        454916974        454878935        454839499        454801440        454764457        454729500        454695388        454660713        454626540        454591355        454557190        454523663        454489832        454455734        454422783        454390170        454357047   
455045161     454997545        454957473        454916768        454878943        454839515        454801457        454764465        454729518        454695396        454660481        454626557        454591371        454557208        454523671        454489840        454455742        454422817        454390188        454357088   
455044990     454997560        454957507        454916784        454878752        454839531        454801473        454764259        454729534        454695404        454660499        454626565        454591389        454557216        454523689        454489857        454455536        454422619        454390196        454357104   
455045013     454997362        454957515        454916792        454878778        454839549        454801481        454764267        454729559        454695412        454660507        454626573        454591413        454557224        454523713        454489865        454455544        454422627        454390204        454357112   
455045021     454997370        454957549        454916834        454878802        454839556        454801309        454764291        454729567        454695420        454660515        454626581        454591421        454557232        454523721        454489873        454455551        454422635        454390212        454357120   
455045039     454997388        454957564        454916859        454878828        454839564        454801317        454764309        454729369        454695438        454660523        454626375        454591439        454557240        454523739        454489881        454455569        454422643        454390238        454357146   
455045054     454997420        454957374        454916867        454878836        454839572        454801325        454764317        454729377        454695248        454660556        454626383        454591447        454557257        454523515        454489899        454455577        454422650        454390246        454356932   
455044842     454997446        454957408        454916651        454878612        454839580        454801333        454764333        454729385        454695255        454660564        454626391        454591249        454557265        454523523        454489907        454455585        454422668        454390253        454356965   
455044859     454997461        454957416        454916669        454878620        454839382        454801358        454764341        454729393        454695263        454660572        454626417        454591256        454557273        454523549        454489709        454455593        454422676        454390063        454356999   
455044875     454997255        454957432        454916685        454878646        454839390        454801374        454764358        454729419        454695271        454660580        454626425        454591264        454557067        454523556        454489717        454455601        454422684        454390071        454357005   
455044883     454997271        454957259        454916693        454878679        454839416        454801168        454764143        454729427        454695289        454660598        454626433        454591280        454557075        454523564        454489725        454455627        454422692        454390097        454357039   
455044891     454997289        454957325        454916727        454878687        454839424        454801176        454764150        454729435        454695297        454660374        454626441        454591298        454557083        454523580        454489733        454455429        454422494        454390105        454356833   
455044909     454997297        454957341        454916735        454878703        454839432        454801184        454764168        454729443        454695313        454660390        454626458        454591322        454557091        454523606        454489758        454455452        454422528        454390121        454356841   
455044933     454997313        454957143        454916743        454878729        454839457        454801192        454764184        454729450        454695321        454660408        454626466        454591132        454557109        454523614        454489782        454455460        454422544        454390139        454356890   
455044735     454997339        454957150        454916552        454878513        454839473        454801218        454764192        454729260        454695339        454660424        454626268        454591140        454557117        454523408        454489790        454455478        454422569        454389933        454356924   
455044743     454997347        454957184        454916560        454878521        454839481        454801226        454764200        454729278        454695131        454660440        454626276        454591157        454557133        454523416        454489600        454455486        454422577        454389941        454356726   
455044750     454997354        454957192        454916578        454878539        454839267        454801242        454764218        454729286        454695156        454660473        454626284        454591165        454557141        454523424        454489618        454455312        454422593        454389958        454356742   
455044768     454997172        454957200        454916594        454878547        454839275        454801259        454764226        454729294        454695172        454660267        454626292        454591181        454557158        454523432        454489634        454455320        454422387        454389966        454356775   
455044776     454997206        454957218        454916602        454878554        454839325        454801044        454764234        454729302        454695180        454660283        454626300        454591215        454557166        454523440        454489659        454455338        454422395        454389974        454356791   
455044784     454997222        454957242        454916628        454878562        454839358        454801051        454764242        454729328        454695198        454660291        454626318        454591223        454556978        454523465        454489667        454455346        454422403        454389982        454356817   
455044792     454997248        454957036        454916644        454878570        454839374        454801069        454764044        454729336        454695214        454660317        454626326        454591231        454556986        454523481        454489675        454455353        454422411        454389990        454356627   
455044800     454997065        454957051        454916446        454878588        454839150        454801085        454764051        454729351        454695222        454660325        454626342        454591025        454556994        454523499        454489683        454455361        454422429        454390006        454356635   
455044818     454997073        454957069        454916479        454878596        454839168        454801119        454764069        454729146        454695230        454660333        454626359        454591033        454557000        454523507        454489501        454455379        454422437        454390014        454356643   


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455044826     454997099        454957127        454916487        454878406        454839184        454801127        454764077        454729153        454695024        454660358        454626136        454591041        454557018        454523309        454489519        454455411        454422445        454390022        454356650   
455044834     454997107        454957135        454916529        454878414        454839218        454801143        454764085        454729161        454695032        454660366        454626144        454591058        454557026        454523317        454489527        454455197        454422452        454390030        454356668   
455044636     454997115        454956921        454916537        454878422        454839226        454800939        454764093        454729195        454695040        454660150        454626169        454591066        454557034        454523325        454489535        454455205        454422460        454389826        454356676   
455044701     454997123        454956947        454916321        454878430        454839234        454800947        454764119        454729203        454695057        454660168        454626177        454591074        454557042        454523341        454489543        454455221        454422478        454389834        454356692   
455044727     454997131        454956962        454916339        454878448        454839242        454800962        454764127        454729211        454695065        454660176        454626185        454591082        454557059        454523358        454489576        454455239        454422486        454389842        454356700   
455044529     454996943        454956988        454916347        454878463        454839028        454801002        454764135        454729229        454695073        454660184        454626193        454591108        454556861        454523366        454489592        454455247        454422270        454389875        454356536   
455044537     454996968        454956996        454916354        454878471        454839036        454801010        454763921        454729237        454695081        454660192        454626219        454591116        454556887        454523374        454489378        454455254        454422288        454389891        454356379   
455044545     454996984        454957002        454916362        454878489        454839051        454801036        454763939        454729245        454695107        454660218        454626029        454591124        454556895        454523382        454489386        454455270        454422296        454389925        454356387   
455044560     454997008        454957028        454916370        454878497        454839085        454800822        454763947        454729252        454695115        454660226        454626037        454590910        454556903        454523390        454489394        454455288        454422304        454389719        454356429   
455044586     454997016        454956814        454916388        454878505        454839093        454800830        454763954        454729039        454694910        454660242        454626052        454590928        454556911        454523192        454489428        454455304        454422312        454389727        454356437   
455044602     454996810        454956822        454916396        454878299        454839101        454800855        454763962        454729054        454694928        454660259        454626060        454590944        454556929        454523200        454489436        454455098        454422320        454389735        454356445   
455044404     454996828        454956855        454916404        454878307        454839119        454800871        454763970        454729096        454694944        454660044        454626078        454590951        454556937        454523226        454489444        454455114        454422338        454389743        454356478   
455044412     454996836        454956871        454916420        454878315        454839127        454800889        454763988        454729104        454694951        454660051        454626086        454590969        454556945        454523242        454489477        454455122        454422346        454389750        454356486   
455044438     454996877        454956913        454916222        454878356        454838921        454800913        454763996        454729112        454694969        454660069        454626102        454590977        454556952        454523259        454489253        454455148        454422353        454389768        454356270   
455044461     454996885        454956707        454916230        454878364        454838939        454800921        454764002        454729120        454694977        454660077        454626128        454590993        454556747        454523267        454489261        454455163        454422361        454389776        454356288   
455044479     454996893        454956715        454916248        454878380        454838947        454800723        454764010        454729138        454694985        454660085        454625906        454591009        454556754        454523275        454489279        454455171        454422379        454389792        454356304   
455044487     454996901        454956756        454916263        454878398        454838954        454800749        454764028        454728924        454695008        454660093        454625922        454591017        454556762        454523283        454489287        454455189        454422163        454389800        454356353   
455044503     454996919        454956764        454916271        454878190        454838962        454800756        454763814        454728932        454695016        454660101        454625930        454590811        454556770        454523291        454489311        454454984        454422171        454389818        454356155   
455044305     454996695        454956608        454916289        454878208        454838988        454800772        454763830        454728940        454694803        454660143        454625955        454590829        454556796        454523085        454489329        454454992        454422189        454389602        454356171   
455044347     454996729        454956624        454916305        454878216        454838806        454800798        454763848        454728965        454694829        454659947        454625963        454590852        454556804        454523093        454489337        454455007        454422197        454389610        454356189   
455044370     454996745        454956632        454916313        454878224        454838814        454800806        454763855        454728973        454694837        454659954        454625971        454590860        454556812        454523101        454489345        454455015        454422213        454389628        454356221   
455044388     454996778        454956640        454916107        454878232        454838822        454800814        454763863        454728981        454694845        454659962        454625989        454590878        454556820        454523135        454489147        454455023        454422221        454389636        454356247   
455044396     454996802        454956657        454916115        454878240        454838830        454800608        454763889        454729005        454694852        454659970        454625997        454590886        454556846        454523143        454489154        454455049        454422239        454389644        454356049   
455044180     454996588        454956483        454916131        454878257        454838848        454800616        454763897        454729013        454694886        454659988        454626003        454590894        454556853        454523150        454489162        454455064        454422254        454389651        454356056   
455044206     454996596        454956509        454916164        454878265        454838855        454800624        454763905        454728825        454694894        454659996        454625823        454590696        454556622        454523168        454489170        454455072        454422262        454389677        454356064   
455044214     454996604        454956517        454916172        454878281        454838863        454800640        454763913        454728866        454694902        454660002        454625831        454590712        454556648        454523176        454489196        454454851        454422049        454389701        454356098   
455044222     454996620        454956525        454916198        454878083        454838871        454800657        454763707        454728874        454694704        454660010        454625849        454590720        454556663        454522970        454489204        454454869        454422056        454389495        454355926   
455044255     454996638        454956558        454916206        454878109        454838889        454800665        454763715        454728890        454694720        454660028        454625856        454590738        454556671        454522996        454489238        454454877        454422064        454389511        454355934   
455044073     454996646        454956566        454915992        454878133        454838897        454800673        454763723        454728908        454694738        454659830        454625872        454590761        454556689        454523002        454489246        454454901        454422072        454389529        454355983   
455044081     454996471        454956574        454916016        454878158        454838905        454800681        454763731        454728916        454694746        454659848        454625880        454590779        454556697        454523010        454489048        454454927        454422098        454389537        454356007   
455044099     454996505        454956376        454916024        454878166        454838707        454800699        454763756        454728718        454694753        454659855        454625898        454590787        454556713        454523028        454489055        454454935        454422106        454389545        454356015   
455044115     454996513        454956426        454916032        454877960        454838715        454800517        454763764        454728734        454694761        454659863        454625674        454590795        454556721        454523036        454489063        454454950        454422114        454389560        454355785   
455044123     454996539        454956442        454916040        454877986        454838749        454800525        454763772        454728742        454694779        454659871        454625690        454590589        454556739        454523044        454489071        454454752        454422122        454389578        454355793   
455044131     454996562        454956467        454916057        454878000        454838756        454800533        454763780        454728775        454694787        454659889        454625708        454590621        454556523        454523051        454489089        454454760        454422148        454389586        454355819   
455044149     454996372        454956475        454916073        454878059        454838764        454800541        454763798        454728783        454694795        454659905        454625716        454590639        454556531        454523069        454489105        454454778        454421934        454389388        454355827   
455044156     454996380        454956277        454916081        454878067        454838780        454800566        454763806        454728791        454694605        454659921        454625732        454590647        454556549        454522897        454489121        454454794        454421942        454389396        454355660   
455043968     454996398        454956301        454916099        454877846        454838798        454800590        454763608        454728817        454694621        454659939        454625757        454590670        454556556        454522905        454489139        454454802        454421975        454389404        454355686   
455043976     454996406        454956319        454915885        454877879        454838582        454800384        454763632        454728585        454694639        454659723        454625765        454590688        454556564        454522913        454488925        454454828        454421983        454389412        454355694   
455044024     454996422        454956327        454915943        454877895        454838590        454800392        454763657        454728593        454694647        454659731        454625781        454590456        454556572        454522921        454488933        454454836        454421991        454389438        454355728   
455044032     454996463        454956343        454915950        454877903        454838616        454800400        454763665        454728601        454694654        454659764        454625567        454590472        454556580        454522947        454488941        454454844        454422007        454389446        454355736   
455044057     454996257        454956350        454915968        454877929        454838624        454800418        454763673        454728619        454694662        454659772        454625575        454590480        454556598        454522962        454488958        454454646        454422015        454389453        454355744   
455043851     454996265        454956152        454915976        454877945        454838632        454800459        454763681        454728627        454694688        454659780        454625583        454590506        454556606        454522756        454488974        454454653        454422023        454389479        454355561   
455043893     454996281        454956160        454915828        454877739        454838640        454800467        454763699        454728643        454694696        454659806        454625591        454590522        454556614        454522764        454488982        454454661        454422031        454389487        454355587   
455043919     454996299        454956186        454915836        454877747        454838673        454800475        454763483        454728650        454694506        454659814        454625609        454590530        454556408        454522772        454488990        454454679        454421827        454389263        454355595   
455043927     454996307        454956236        454915844        454877754        454838467        454800483        454763509        454728692        454694548        454659616        454625617        454590548        454556424        454522780        454489006        454454687        454421835        454389289        454355637   
455043950     454996315        454956244        454915877        454877762        454838483        454800277        454763517        454728460        454694555        454659632        454625625        454590555        454556432        454522798        454489014        454454695        454421843        454389305        454355447   
455043760     454996331        454956046        454915661        454877788        454838491        454800293        454763525        454728486        454694571        454659640        454625633        454590563        454556440        454522806        454489022        454454703        454421868        454389313        454355462   
455043778     454996349        454956061        454915679        454877796        454838509        454800319        454763533        454728494        454694597        454659657        454625641        454590332        454556465        454522814        454488826        454454729        454421884        454389347        454355520   
455043810     454996141        454956087        454915687        454877804        454838541        454800343        454763558        454728502        454694423        454659665        454625658        454590357        454556481        454522848        454488842        454454737        454421892        454389354        454355546   
455043836     454996166        454956103        454915729        454877812        454838558        454800350        454763566        454728528        454694456        454659681        454625666        454590365        454556499        454522640        454488859        454454745        454421900        454389362        454355322   
455043844     454996174        454956137        454915737        454877838        454838566        454800368        454763574        454728536        454694464        454659699        454625468        454590373        454556507        454522657        454488867        454454547        454421918        454389370        454355330   
455043646     454996190        454955931        454915745        454877648        454838574        454800152        454763582        454728551        454694480        454659707        454625476        454590381        454556291        454522665        454488875        454454554        454421926        454389149        454355363   
455043653     454996208        454955956        454915760        454877655        454838343        454800160        454763384        454728577        454694498        454659715        454625492        454590407        454556309        454522673        454488883        454454562        454421710        454389156        454355413   
455043661     454996224        454955980        454915554        454877663        454838350        454800186        454763392        454728353        454694282        454659517        454625500        454590415        454556317        454522681        454488891        454454570        454421728        454389172        454355215   
455043695     454996034        454955998        454915562        454877671        454838368        454800202        454763418        454728379        454694290        454659525        454625518        454590431        454556325        454522699        454488917        454454596        454421736        454389180        454355256   
455043703     454996075        454956020        454915570        454877689        454838376        454800228        454763426        454728395        454694308        454659533        454625526        454590449        454556358        454522707        454488701        454454604        454421744        454389198        454355272   
455043711     454996083        454955808        454915588        454877697        454838400        454800244        454763442        454728411        454694324        454659558        454625534        454590233        454556374        454522723        454488719        454454612        454421751        454389206        454355280   
455043737     454996109        454955816        454915596        454877705        454838418        454800251        454763467        454728429        454694340        454659566        454625542        454590241        454556382        454522731        454488727        454454638        454421769        454389214        454355298   
455043521     454996117        454955857        454915612        454877713        454838434        454800046        454763475        454728437        454694357        454659582        454625559        454590258        454556184        454522749        454488735        454454414        454421777        454389222        454355116   
455043539     454996125        454955873        454915620        454877721        454838459        454800053        454763277        454728445        454694365        454659590        454625351        454590266        454556200        454522533        454488743        454454422        454421785        454389230        454355140   
455043547     454996133        454955907        454915638        454877523        454838236        454800061        454763301        454728239        454694373        454659608        454625369        454590274        454556218        454522558        454488750        454454430        454421793        454389248        454355181   
455043554     454995929        454955733        454915646        454877531        454838244        454800079        454763327        454728247        454694381        454659392        454625377        454590282        454556226        454522566        454488768        454454455        454421801        454389032        454354994   
455043562     454995937        454955741        454915653        454877564        454838251        454800087        454763343        454728262        454694175        454659400        454625385        454590290        454556259        454522582        454488776        454454471        454421819        454389040        454355041   
455043588     454995986        454955758        454915448        454877598        454838269        454800095        454763160        454728320        454694191        454659418        454625393        454590308        454556267        454522590        454488800        454454489        454421595        454389057        454355058   
455043612     454995994        454955790        454915455        454877606        454838277        454800103        454763178        454728338        454694217        454659426        454625401        454590316        454556275        454522608        454488594        454454513        454421603        454389065        454355066   
455043620     454996000        454955576        454915471        454877614        454838285        454800111        454763186        454728346        454694225        454659442        454625419        454590324        454556283        454522426        454488602        454454521        454421611        454389073        454355074   
455043406     454996026        454955584        454915489        454877408        454838319        454800129        454763202        454728122        454694233        454659459        454625427        454590118        454556077        454522434        454488628        454454323        454421637        454389081        454354895   
455043414     454995812        454955592        454915497        454877416        454838327        454800137        454763210        454728148        454694241        454659467        454625435        454590134        454556085        454522442        454488636        454454364        454421645        454389107        454354911   
455043430     454995820        454955626        454915505        454877424        454838335        454799933        454763236        454728155        454694258        454659475        454625443        454590142        454556093        454522459        454488644        454454380        454421652        454389115        454354754   
455043463     454995838        454955634        454915513        454877440        454838111        454799958        454763244        454728163        454694266        454659483        454625237        454590159        454556101        454522467        454488651        454454398        454421660        454389123        454354762   
455043471     454995861        454955667        454915521        454877457        454838137        454799966        454763251        454728197        454694274        454659491        454625252        454590167        454556119        454522491        454488669        454454406        454421678        454389131        454354788   
455043489     454995895        454955675        454915539        454877465        454838145        454799974        454763269        454728205        454694084        454659285        454625260        454590175        454556127        454522509        454488677        454454208        454421686        454388919        454354796   
455043497     454995903        454955477        454915547        454877507        454838152        454799982        454763061        454728221        454694100        454659293        454625278        454590183        454556143        454522517        454488685        454454216        454421694        454388927        454354838   


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455043505     454995713        454955485        454915331        454877291        454838160        454799990        454763079        454728015        454694118        454659301        454625286        454590191        454556168        454522525        454488693        454454224        454421488        454388935        454354648   
455043513     454995721        454955493        454915349        454877309        454838178        454800004        454763103        454728023        454694126        454659319        454625294        454590209        454556176        454522319        454488487        454454232        454421496        454388943        454354655   
455043299     454995739        454955527        454915356        454877325        454838186        454800012        454763111        454728049        454694134        454659327        454625302        454590217        454555962        454522335        454488495        454454240        454421504        454388950        454354671   
455043331     454995754        454955535        454915364        454877333        454838194        454800038        454763129        454728056        454694159        454659350        454625310        454590001        454555970        454522343        454488503        454454257        454421520        454388968        454354721   
455043349     454995770        454955543        454915372        454877366        454838202        454799818        454763145        454728064        454694167        454659368        454625328        454590019        454555988        454522350        454488511        454454265        454421546        454388976        454354747   
455043356     454995788        454955568        454915380        454877374        454838228        454799826        454763152        454728080        454693979        454659376        454625336        454590027        454556002        454522368        454488529        454454273        454421553        454389008        454354531   
455043372     454995796        454955352        454915406        454877390        454838004        454799834        454762949        454728114        454693987        454659186        454625120        454590035        454556010        454522376        454488537        454454281        454421561        454389016        454354572   
455043380     454995804        454955386        454915414        454877184        454838020        454799842        454762956        454727934        454693995        454659194        454625138        454590043        454556028        454522384        454488545        454454075        454421579        454388802        454354580   
455043398     454995580        454955394        454915422        454877234        454838038        454799859        454762964        454727942        454694001        454659210        454625146        454590050        454556036        454522392        454488552        454454109        454421371        454388810        454354408   
455043208     454995598        454955402        454915430        454877242        454838061        454799867        454762972        454727959        454694019        454659228        454625187        454590068        454556044        454522418        454488560        454454117        454421389        454388836        454354432   
455043224     454995614        454955428        454915224        454877259        454838079        454799883        454762980        454727967        454694027        454659236        454625195        454590076        454556051        454522202        454488586        454454125        454421397        454388851        454354465   
455043232     454995630        454955436        454915240        454877267        454838103        454799891        454762998        454727975        454694035        454659244        454625203        454590084        454555848        454522210        454488370        454454133        454421405        454388869        454354481   
455043240     454995648        454955444        454915257        454877275        454837899        454799909        454763004        454727983        454694050        454659251        454625211        454590092        454555855        454522228        454488388        454454141        454421413        454388877        454354507   
455043257     454995671        454955451        454915265        454877283        454837907        454799917        454763020        454727991        454693854        454659269        454625229        454589896        454555863        454522236        454488396        454454158        454421447        454388885        454354291   
455043265     454995689        454955253        454915273        454877085        454837915        454799701        454763046        454728007        454693870        454659277        454625039        454589904        454555871        454522244        454488404        454454174        454421454        454388893        454354374   
455043273     454995697        454955279        454915281        454877093        454837931        454799743        454762832        454727793        454693888        454659061        454625054        454589920        454555889        454522251        454488412        454454182        454421470        454388695        454354390   
455043281     454995481        454955287        454915299        454877101        454837964        454799750        454762857        454727801        454693896        454659079        454625062        454589938        454555905        454522269        454488420        454453952        454421249        454388703        454354176   
455043075     454995499        454955303        454915307        454877119        454837980        454799768        454762865        454727819        454693946        454659095        454625070        454589946        454555913        454522277        454488438        454453960        454421272        454388711        454354226   
455043091     454995507        454955311        454915315        454877127        454837998        454799776        454762873        454727835        454693730        454659103        454625088        454589961        454555921        454522285        454488446        454453978        454421280        454388729        454354234   
455043141     454995515        454955329        454915117        454877135        454837774        454799784        454762881        454727850        454693748        454659111        454625096        454589979        454555939        454522301        454488453        454453986        454421298        454388737        454354242   
455043166     454995531        454955337        454915125        454877168        454837808        454799800        454762899        454727868        454693755        454659129        454625104        454589987        454555947        454522111        454488461        454453994        454421306        454388752        454354259   
455043174     454995549        454955345        454915158        454877176        454837824        454799594        454762915        454727876        454693771        454659137        454625112        454589995        454555954        454522137        454488479        454454000        454421314        454388760        454354093   
455042960     454995556        454955147        454915166        454876996        454837840        454799610        454762923        454727884        454693789        454659152        454624909        454589789        454555731        454522145        454488271        454454018        454421322        454388778        454354101   
455042978     454995572        454955154        454915174        454877002        454837857        454799644        454762725        454727686        454693797        454659160        454624925        454589797        454555749        454522152        454488289        454454026        454421355        454388786        454354119   
455042986     454995366        454955196        454915182        454877010        454837865        454799651        454762733        454727694        454693821        454659178        454624941        454589805        454555756        454522160        454488297        454454034        454421132        454388794        454354135   
455043000     454995374        454955204        454915190        454877028        454837667        454799669        454762741        454727702        454693839        454658956        454624958        454589813        454555764        454522178        454488305        454454059        454421140        454388596        454353970   
455043026     454995382        454955220        454915208        454877051        454837675        454799677        454762758        454727728        454693847        454658980        454624966        454589821        454555772        454522186        454488313        454453853        454421157        454388604        454353988   
455043034     454995408        454955048        454915216        454876848        454837683        454799685        454762766        454727751        454693631        454658998        454624974        454589839        454555780        454522194        454488339        454453895        454421165        454388612        454354051   
455043042     454995416        454955063        454915000        454876855        454837717        454799693        454762782        454727769        454693656        454659004        454624982        454589847        454555798        454521972        454488362        454453903        454421173        454388620        454353871   
455043059     454995440        454955071        454915026        454876863        454837733        454799495        454762790        454727777        454693664        454659012        454624990        454589862        454555806        454521980        454488149        454453911        454421199        454388638        454353905   
455042879     454995457        454955089        454915034        454876871        454837741        454799511        454762816        454727785        454693672        454659020        454625005        454589672        454555814        454522004        454488156        454453929        454421207        454388646        454353939   
455042903     454995465        454955105        454915059        454876913        454837758        454799545        454762618        454727561        454693680        454659038        454624792        454589680        454555822        454522012        454488198        454453945        454421215        454388679        454353947   
455042911     454995259        454955121        454915083        454876921        454837568        454799578        454762626        454727579        454693706        454659046        454624800        454589698        454555830        454522020        454488206        454453739        454421223        454388471        454353731   
455042929     454995267        454954918        454915091        454876939        454837576        454799586        454762634        454727587        454693714        454659053        454624818        454589706        454555624        454522038        454488214        454453747        454421231        454388489        454353749   
455042937     454995275        454954926        454914896        454876731        454837592        454799420        454762642        454727595        454693722        454658840        454624826        454589722        454555632        454522046        454488222        454453754        454421025        454388497        454353798   
455042754     454995283        454954942        454914904        454876772        454837600        454799438        454762659        454727603        454693532        454658857        454624859        454589763        454555640        454522061        454488032        454453770        454421033        454388505        454353806   
455042762     454995291        454954959        454914912        454876780        454837618        454799453        454762675        454727611        454693540        454658865        454624867        454589565        454555657        454522087        454488040        454453796        454421058        454388521        454353814   
455042796     454995309        454954967        454914920        454876806        454837626        454799461        454762683        454727645        454693557        454658873        454624875        454589573        454555673        454521865        454488057        454453812        454421082        454388539        454353822   
455042804     454995317        454954983        454914938        454876814        454837634        454799255        454762691        454727652        454693565        454658899        454624883        454589581        454555699        454521873        454488081        454453820        454421108        454388547        454353830   
455042812     454995333        454955014        454914953        454876822        454837659        454799263        454762709        454727660        454693573        454658907        454624891        454589599        454555707        454521881        454488099        454453838        454421116        454388562        454353632   
455042648     454995143        454954801        454914979        454876830        454837436        454799271        454762717        454727678        454693599        454658915        454624685        454589607        454555715        454521907        454488107        454453622        454420910        454388364        454353665   
455042663     454995176        454954819        454914987        454876632        454837469        454799297        454762501        454727454        454693607        454658923        454624693        454589615        454555723        454521915        454488115        454453655        454420928        454388372        454353707   
455042671     454995192        454954827        454914995        454876640        454837485        454799305        454762527        454727462        454693615        454658931        454624727        454589631        454555517        454521923        454488123        454453671        454420936        454388398        454353558   
455042705     454995226        454954835        454914797        454876665        454837519        454799313        454762535        454727470        454693417        454658949        454624735        454589656        454555525        454521949        454488131        454453689        454420944        454388406        454353566   
455042515     454995234        454954850        454914805        454876673        454837535        454799339        454762543        454727488        454693425        454658733        454624743        454589458        454555533        454521956        454487919        454453697        454420951        454388414        454353574   
455042523     454995036        454954884        454914813        454876699        454837337        454799347        454762550        454727496        454693441        454658741        454624750        454589466        454555541        454521964        454487927        454453713        454420969        454388422        454353582   
455042531     454995051        454954892        454914821        454876715        454837345        454799354        454762584        454727504        454693458        454658758        454624768        454589482        454555558        454521758        454487935        454453721        454420977        454388448        454353590   
455042549     454995069        454954900        454914839        454876723        454837360        454799149        454762592        454727520        454693466        454658766        454624776        454589490        454555566        454521766        454487950        454453531        454420985        454388455        454353616   
455042564     454995093        454954777        454914847        454876509        454837378        454799164        454762600        454727538        454693482        454658774        454624784        454589516        454555574        454521774        454487976        454453549        454420993        454388463        454353426   
455042580     454995101        454954785        454914862        454876525        454837394        454799172        454762394        454727553        454693490        454658782        454624586        454589524        454555582        454521790        454487992        454453556        454421009        454388240        454353467   
455042598     454995119        454954793        454914870        454876541        454837428        454799180        454762402        454727363        454693508        454658790        454624594        454589532        454555590        454521816        454488024        454453564        454421017        454388281        454353293   
455042606     454994922        454954595        454914888        454876558        454837196        454799230        454762410        454727371        454693300        454658808        454624602        454589557        454555608        454521824        454487828        454453572        454420803        454388299        454353301   
455042408     454994930        454954611        454914680        454876566        454837246        454799248        454762444        454727389        454693318        454658816        454624610        454589334        454555616        454521832        454487836        454453580        454420811        454388307        454353319   
455042416     454994955        454954629        454914698        454876574        454837261        454799032        454762451        454727397        454693326        454658824        454624628        454589359        454555400        454521840        454487851        454453598        454420829        454388323        454353335   
455042424     454994963        454954637        454914706        454876582        454837279        454799040        454762485        454727405        454693342        454658634        454624636        454589367        454555418        454521857        454487869        454453606        454420837        454388349        454353350   
455042440     454994971        454954645        454914722        454876608        454837287        454799065        454762493        454727413        454693367        454658667        454624651        454589375        454555426        454521642        454487877        454453614        454420852        454388356        454353376   
455042473     454994815        454954652        454914730        454876418        454837295        454799073        454762279        454727421        454693375        454658675        454624669        454589391        454555434        454521659        454487885        454453416        454420878        454388133        454353384   
455042481     454994823        454954660        454914755        454876426        454837089        454799081        454762287        454727439        454693383        454658683        454624677        454589417        454555459        454521667        454487893        454453424        454420886        454388141        454353186   
455042499     454994849        454954686        454914763        454876434        454837097        454799099        454762303        454727447        454693391        454658691        454624479        454589425        454555475        454521675        454487901        454453432        454420894        454388166        454353210   
455042333     454994864        454954462        454914565        454876442        454837105        454799107        454762311        454727231        454693193        454658717        454624487        454589441        454555483        454521709        454487695        454453440        454420704        454388174        454353236   
455042341     454994898        454954512        454914581        454876459        454837113        454799131        454762329        454727249        454693201        454658501        454624503        454589235        454555491        454521717        454487711        454453457        454420712        454388182        454353244   
455042374     454994906        454954520        454914599        454876467        454837139        454798927        454762352        454727256        454693219        454658519        454624529        454589243        454555301        454521725        454487729        454453465        454420720        454388190        454353251   
455042382     454994914        454954546        454914607        454876475        454837147        454798935        454762378        454727272        454693227        454658527        454624545        454589268        454555319        454521733        454487737        454453473        454420746        454388216        454353079   
455042226     454994708        454954561        454914649        454876293        454837154        454798943        454762386        454727280        454693235        454658535        454624552        454589276        454555327        454521535        454487752        454453481        454420753        454388224        454353103   
455042242     454994716        454954579        454914656        454876301        454837162        454798976        454762170        454727306        454693243        454658543        454624578        454589292        454555343        454521543        454487760        454453499        454420761        454388232        454353137   
455042267     454994732        454954355        454914664        454876319        454837170        454798984        454762196        454727314        454693250        454658550        454624354        454589318        454555368        454521550        454487786        454453507        454420787        454388034        454353145   
455042275     454994757        454954363        454914458        454876327        454836974        454798992        454762212        454727322        454693268        454658568        454624388        454589326        454555376        454521576        454487794        454453515        454420589        454388042        454352964   
455042283     454994765        454954371        454914466        454876335        454836982        454799008        454762246        454727330        454693276        454658576        454624396        454589128        454555384        454521584        454487588        454453317        454420597        454388067        454352972   
455042069     454994781        454954397        454914474        454876343        454837006        454799016        454762253        454727124        454693292        454658584        454624412        454589136        454555392        454521592        454487596        454453325        454420605        454388075        454352998   
455042077     454994799        454954405        454914490        454876350        454837014        454799024        454762261        454727140        454693086        454658592        454624420        454589144        454555186        454521618        454487646        454453333        454420613        454388083        454353004   
455042085     454994807        454954413        454914508        454876376        454837030        454798828        454762055        454727165        454693094        454658600        454624453        454589169        454555194        454521626        454487653        454453341        454420621        454388091        454353020   
455042093     454994591        454954439        454914516        454876186        454837048        454798851        454762063        454727173        454693102        454658394        454624461        454589193        454555210        454521402        454487661        454453374        454420639        454388109        454353061   
455042101     454994633        454954454        454914524        454876194        454837063        454798869        454762089        454727181        454693136        454658402        454624248        454589201        454555228        454521428        454487679        454453382        454420647        454388117        454352865   


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455042119     454994658        454954256        454914540        454876202        454837071        454798877        454762097        454727199        454693144        454658410        454624263        454589227        454555236        454521444        454487687        454453390        454420654        454387929        454352899   
455042127     454994666        454954264        454914557        454876210        454836867        454798885        454762105        454727207        454693151        454658428        454624289        454589003        454555244        454521451        454487497        454453226        454420662        454387937        454352931   
455042135     454994674        454954322        454914359        454876228        454836875        454798901        454762113        454727017        454693169        454658436        454624297        454589029        454555251        454521469        454487505        454453234        454420688        454387945        454352741   
455042143     454994682        454954348        454914367        454876244        454836883        454798711        454762121        454727025        454693185        454658444        454624305        454589045        454555269        454521477        454487513        454453259        454420480        454387960        454352766   
455041947     454994476        454954132        454914375        454876251        454836909        454798737        454762139        454727041        454692971        454658451        454624313        454589052        454555277        454521485        454487521        454453267        454420498        454387978        454352774   
455041954     454994484        454954157        454914383        454876269        454836933        454798745        454762147        454727058        454693029        454658469        454624339        454589060        454555285        454521493        454487547        454453291        454420506        454387986        454352790   
455041970     454994492        454954181        454914409        454876277        454836941        454798752        454762154        454727074        454693037        454658477        454624347        454589102        454555095        454521287        454487562        454453085        454420514        454387994        454352808   
455041988     454994500        454954199        454914417        454876079        454836958        454798760        454761958        454727082        454693045        454658493        454624149        454588898        454555103        454521303        454487570        454453093        454420555        454388000        454352816   
455041996     454994534        454954207        454914425        454876087        454836966        454798786        454761982        454727108        454693052        454658287        454624156        454588914        454555129        454521329        454487372        454453101        454420563        454388018        454352824   
455042002     454994567        454954025        454914441        454876095        454836826        454798802        454761990        454727116        454693078        454658295        454624172        454588922        454555137        454521337        454487380        454453119        454420365        454387804        454352832   
455042010     454994583        454954041        454914284        454876103        454836834        454798588        454762030        454726902        454692872        454658303        454624198        454588955        454555145        454521345        454487398        454453143        454420373        454387812        454352642   
455042028     454994385        454954058        454914292        454876111        454836636        454798596        454762048        454726910        454692880        454658311        454624206        454588963        454555152        454521352        454487406        454453176        454420381        454387838        454352683   
455042036     454994393        454954066        454914300        454876137        454836644        454798604        454761826        454726928        454692898        454658329        454624214        454588971        454555160        454521360        454487414        454452970        454420399        454387853        454352691   
455042044     454994401        454954082        454914318        454876145        454836669        454798612        454761834        454726936        454692906        454658337        454624040        454588997        454554965        454521378        454487422        454452988        454420415        454387887        454352717   
455041855     454994419        454954090        454914326        454876152        454836677        454798620        454761859        454726944        454692914        454658345        454624057        454588799        454554973        454521386        454487430        454452996        454420423        454387895        454352519   
455041863     454994427        454953910        454914334        454875956        454836685        454798653        454761867        454726969        454692922        454658352        454624065        454588815        454554999        454521394        454487455        454453002        454420431        454387689        454352527   
455041871     454994443        454953928        454914136        454875964        454836693        454798489        454761875        454726977        454692955        454658360        454624073        454588831        454555004        454521170        454487257        454453036        454420449        454387697        454352543   
455041889     454994450        454953936        454914144        454875972        454836701        454798497        454761883        454726985        454692963        454658378        454624081        454588849        454555012        454521196        454487265        454453044        454420456        454387721        454352550   
455041897     454994252        454953969        454914151        454875980        454836719        454798505        454761917        454726993        454692757        454658386        454624107        454588864        454555020        454521204        454487273        454453051        454420241        454387739        454352576   
455041913     454994260        454953977        454914169        454875998        454836735        454798513        454761925        454727009        454692765        454658188        454624115        454588880        454555046        454521212        454487281        454453069        454420258        454387747        454352584   
455041921     454994278        454953795        454914177        454876020        454836537        454798521        454761719        454726795        454692773        454658204        454624123        454588682        454555053        454521220        454487299        454452863        454420266        454387762        454352592   
455041939     454994310        454953803        454914185        454876038        454836545        454798539        454761727        454726811        454692781        454658212        454623927        454588690        454555061        454521238        454487307        454452871        454420274        454387770        454352600   
455041723     454994328        454953811        454914011        454876046        454836552        454798554        454761743        454726837        454692799        454658220        454623935        454588708        454554858        454521246        454487315        454452889        454420282        454387788        454352410   
455041731     454994344        454953829        454914045        454876053        454836578        454798562        454761750        454726860        454692815        454658238        454623943        454588740        454554866        454521253        454487349        454452897        454420290        454387796        454352436   
455041749     454994351        454953837        454914052        454875857        454836586        454798364        454761776        454726878        454692823        454658246        454623950        454588773        454554874        454521261        454487356        454452905        454420308        454387572        454352469   
455041756     454994146        454953878        454914060        454875873        454836594        454798380        454761784        454726894        454692831        454658261        454623976        454588559        454554882        454521279        454487166        454452913        454420316        454387580        454352477   
455041764     454994161        454953886        454914094        454875881        454836602        454798398        454761792        454726688        454692849        454658279        454623984        454588575        454554908        454521063        454487174        454452921        454420324        454387598        454352493   
455041772     454994179        454953894        454914102        454875907        454836420        454798406        454761800        454726696        454692633        454658063        454623992        454588583        454554916        454521071        454487232        454452939        454420332        454387606        454352287   
455041780     454994195        454953696        454914110        454875931        454836438        454798414        454761818        454726712        454692658        454658071        454624008        454588591        454554924        454521089        454487240        454452947        454420134        454387614        454352311   
455041798     454994203        454953704        454913906        454875949        454836461        454798422        454761594        454726720        454692674        454658089        454624024        454588609        454554932        454521097        454487042        454452954        454420142        454387630        454352345   
455041806     454994211        454953720        454913914        454875741        454836479        454798430        454761602        454726746        454692682        454658097        454623810        454588617        454554957        454521113        454487059        454452749        454420159        454387648        454352352   
455041814     454994237        454953738        454913922        454875774        454836487        454798463        454761610        454726753        454692690        454658105        454623828        454588641        454554726        454521121        454487067        454452756        454420167        454387655        454352360   
455041822     454994047        454953746        454913930        454875782        454836495        454798257        454761628        454726779        454692724        454658113        454623844        454588674        454554734        454521139        454487075        454452772        454420183        454387663        454352378   
455041616     454994054        454953779        454913948        454875790        454836503        454798265        454761636        454726787        454692732        454658121        454623851        454588450        454554742        454521147        454487083        454452798        454420191        454387671        454352162   
455041624     454994062        454953571        454913955        454875626        454836511        454798273        454761644        454726571        454692740        454658139        454623869        454588468        454554767        454521154        454487091        454452806        454420209        454387465        454352212   
455041640     454994096        454953597        454913963        454875659        454836305        454798281        454761651        454726589        454692526        454658154        454623877        454588476        454554783        454521162        454487109        454452822        454420217        454387473        454352220   
455041673     454994112        454953605        454913971        454875683        454836321        454798307        454761669        454726605        454692534        454658162        454623885        454588484        454554825        454520966        454487117        454452830        454420225        454387481        454352238   
455041681     454994120        454953613        454913989        454875691        454836339        454798315        454761677        454726613        454692567        454657958        454623893        454588492        454554833        454520974        454487125        454452848        454420233        454387499        454352246   
455041699     454993924        454953639        454914003        454875709        454836347        454798323        454761487        454726621        454692575        454657966        454623901        454588518        454554619        454520982        454487133        454452632        454420027        454387507        454352253   
455041707     454993932        454953456        454913799        454875519        454836354        454798331        454761495        454726639        454692625        454657982        454623919        454588526        454554635        454520990        454487141        454452640        454420043        454387515        454352261   
455041509     454993940        454953464        454913807        454875527        454836362        454798349        454761503        454726654        454692435        454657990        454623703        454588534        454554643        454521006        454486929        454452657        454420076        454387549        454352055   
455041533     454993957        454953480        454913815        454875543        454836370        454798141        454761511        454726662        454692450        454658006        454623711        454588542        454554650        454521014        454486945        454452673        454420084        454387556        454352089   
455041558     454993965        454953506        454913831        454875568        454836396        454798158        454761529        454726472        454692468        454658014        454623729        454588336        454554668        454521022        454486952        454452681        454420092        454387358        454352097   
455041566     454993973        454953514        454913856        454875576        454836404        454798166        454761545        454726498        454692492        454658030        454623737        454588344        454554676        454521048        454486986        454452699        454420100        454387366        454352139   
455041574     454993981        454953522        454913690        454875584        454836198        454798174        454761552        454726506        454692500        454658048        454623745        454588351        454554700        454520867        454486994        454452707        454420118        454387374        454352147   
455041392     454993999        454953563        454913708        454875592        454836206        454798182        454761578        454726514        454692518        454658055        454623760        454588369        454554718        454520875        454487026        454452723        454420126        454387390        454351982   
455041426     454994005        454953332        454913716        454875600        454836222        454798190        454761586        454726522        454692310        454657842        454623778        454588385        454554502        454520883        454487034        454452731        454419904        454387408        454351990   
455041434     454994013        454953373        454913740        454875402        454836248        454798208        454761388        454726555        454692336        454657859        454623786        454588393        454554510        454520891        454486812        454452533        454419912        454387416        454352014   
455041442     454993817        454953407        454913765        454875410        454836255        454798216        454761396        454726357        454692344        454657883        454623802        454588401        454554528        454520909        454486820        454452541        454419920        454387424        454352048   
455041467     454993833        454953415        454913773        454875436        454836271        454798240        454761412        454726373        454692369        454657891        454623588        454588419        454554551        454520917        454486846        454452558        454419938        454387432        454351859   
455041483     454993841        454953449        454913781        454875444        454836081        454798042        454761420        454726399        454692385        454657909        454623596        454588427        454554577        454520925        454486853        454452566        454419946        454387440        454351867   
455041285     454993874        454953233        454913583        454875451        454836107        454798075        454761438        454726407        454692401        454657925        454623604        454588435        454554593        454520933        454486887        454452590        454419953        454387457        454351875   
455041301     454993882        454953241        454913591        454875469        454836115        454798083        454761453        454726415        454692195        454657933        454623612        454588229        454554601        454520941        454486895        454452608        454419987        454387242        454351883   
455041327     454993916        454953266        454913609        454875477        454836123        454798091        454761461        454726423        454692203        454657735        454623620        454588237        454554379        454520735        454486697        454452616        454419995        454387267        454351909   
455041335     454993692        454953274        454913633        454875485        454836131        454798109        454761479        454726449        454692211        454657768        454623638        454588245        454554387        454520743        454486705        454452624        454419797        454387283        454351925   
455041343     454993700        454953282        454913658        454875329        454836156        454798117        454761263        454726456        454692229        454657776        454623653        454588252        454554395        454520750        454486721        454452418        454419805        454387291        454351735   
455041350     454993718        454953290        454913666        454875337        454836164        454797911        454761271        454726258        454692237        454657784        454623661        454588260        454554429        454520768        454486739        454452426        454419821        454387309        454351768   
455041368     454993726        454953308        454913484        454875352        454836172        454797929        454761297        454726266        454692245        454657792        454623687        454588278        454554452        454520776        454486747        454452442        454419839        454387317        454351792   
455041178     454993734        454953324        454913492        454875360        454836180        454797937        454761305        454726274        454692252        454657800        454623695        454588286        454554478        454520784        454486754        454452459        454419854        454387333        454351800   
455041186     454993742        454953126        454913500        454875196        454835992        454797978        454761321        454726282        454692260        454657818        454623471        454588294        454554254        454520792        454486762        454452467        454419870        454387341        454351826   
455041194     454993759        454953167        454913526        454875220        454836008        454797986        454761339        454726316        454692278        454657834        454623497        454588302        454554262        454520834        454486770        454452483        454419896        454387143        454351610   
455041202     454993775        454953183        454913534        454875238        454836024        454797994        454761347        454726324        454692286        454657636        454623513        454588310        454554288        454520636        454486788        454452491        454419680        454387150        454351636   
455041210     454993783        454953191        454913542        454875246        454836032        454797804        454761362        454726332        454692294        454657644        454623521        454588112        454554296        454520644        454486796        454452509        454419698        454387176        454351644   
455041228     454993791        454953001        454913559        454875253        454836040        454797812        454761149        454726118        454692096        454657677        454623539        454588120        454554304        454520651        454486598        454452517        454419706        454387184        454351669   
455041236     454993585        454953027        454913567        454875261        454836057        454797820        454761156        454726126        454692104        454657685        454623547        454588146        454554320        454520669        454486614        454452301        454419714        454387192        454351685   
455041244     454993601        454953035        454913575        454875279        454836065        454797838        454761164        454726167        454692112        454657693        454623554        454588153        454554346        454520677        454486630        454452319        454419722        454387200        454351693   
455041251     454993627        454953043        454913377        454875089        454835869        454797846        454761180        454726175        454692120        454657719        454623570        454588161        454554171        454520693        454486648        454452343        454419730        454387218        454351537   
455041269     454993643        454953050        454913385        454875121        454835885        454797853        454761198        454726183        454692138        454657727        454623364        454588179        454554189        454520719        454486655        454452350        454419748        454387226        454351545   
455041079     454993650        454953084        454913393        454875147        454835893        454797861        454761206        454726209        454692146        454657511        454623380        454588187        454554197        454520727        454486671        454452376        454419755        454387028        454351552   
455041087     454993668        454953092        454913401        454875162        454835901        454797879        454761214        454726217        454692153        454657529        454623398        454588195        454554205        454520529        454486499        454452384        454419763        454387044        454351560   
455041095     454993676        454952946        454913419        454874983        454835919        454797895        454761222        454726225        454692161        454657537        454623406        454588211        454554239        454520537        454486507        454452400        454419771        454387051        454351578   
455041111     454993684        454952953        454913427        454875006        454835927        454797697        454761230        454726233        454692179        454657545        454623414        454587981        454554247        454520552        454486515        454452186        454419573        454387069        454351602   
455041137     454993478        454952961        454913450        454875014        454835935        454797705        454761248        454726001        454691965        454657552        454623422        454588013        454554049        454520560        454486531        454452194        454419581        454387085        454351396   


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455040956     454993486        454952995        454913468        454875022        454835943        454797713        454761255        454726027        454691973        454657578        454623430        454588021        454554072        454520578        454486549        454452202        454419607        454387093        454351404   
455040964     454993494        454952797        454913252        454875055        454835950        454797721        454761040        454726035        454691981        454657586        454623448        454588039        454554080        454520586        454486564        454452228        454419615        454386905        454351412   
455040980     454993502        454952813        454913278        454875063        454835968        454797739        454761065        454726043        454691999        454657594        454623455        454588047        454554098        454520594        454486572        454452236        454419631        454386921        454351446   
455040998     454993510        454952854        454913286        454874892        454835752        454797747        454761099        454726068        454692005        454657404        454623463        454588070        454554106        454520602        454486580        454452244        454419649        454386939        454351453   
455041038     454993536        454952862        454913294        454874926        454835760        454797754        454761123        454726084        454692021        454657420        454623257        454588104        454554114        454520420        454486374        454452251        454419656        454386947        454351461   
455040840     454993569        454952870        454913302        454874942        454835778        454797762        454761131        454726092        454692039        454657438        454623265        454587882        454554148        454520438        454486382        454452269        454419664        454386962        454351479   
455040865     454993379        454952888        454913328        454874967        454835786        454797770        454760927        454726100        454692047        454657446        454623273        454587890        454553926        454520446        454486408        454452285        454419672        454386970        454351305   
455040873     454993387        454952664        454913336        454874751        454835802        454797580        454760943        454725912        454692054        454657453        454623299        454587908        454553934        454520453        454486416        454452079        454419466        454387002        454351313   
455040907     454993395        454952672        454913146        454874769        454835810        454797606        454760950        454725920        454692062        454657461        454623307        454587916        454553942        454520461        454486432        454452087        454419474        454387010        454351354   
455040915     454993403        454952680        454913153        454874777        454835836        454797614        454760968        454725961        454691866        454657479        454623315        454587924        454553959        454520487        454486440        454452095        454419482        454386798        454351362   
455040923     454993411        454952698        454913161        454874793        454835844        454797630        454760976        454725995        454691874        454657487        454623323        454587932        454553975        454520495        454486473        454452103        454419490        454386814        454351370   
455040949     454993429        454952714        454913179        454874801        454835646        454797655        454760984        454725805        454691890        454657495        454623331        454587940        454553983        454520503        454486267        454452111        454419508        454386830        454351388   
455040741     454993445        454952722        454913187        454874819        454835661        454797671        454761008        454725813        454691908        454657503        454623349        454587957        454553991        454520511        454486275        454452129        454419532        454386848        454351180   
455040790     454993452        454952748        454913203        454874827        454835679        454797689        454761024        454725821        454691916        454657297        454623356        454587965        454554015        454520313        454486283        454452137        454419565        454386855        454351198   
455040808     454993247        454952771        454913229        454874835        454835695        454797481        454760828        454725839        454691924        454657305        454623166        454587973        454554023        454520321        454486291        454452152        454419359        454386863        454351214   
455040824     454993262        454952565        454913039        454874637        454835711        454797499        454760836        454725847        454691932        454657321        454623174        454587759        454554031        454520339        454486317        454452160        454419383        454386871        454351230   
455040832     454993270        454952581        454913070        454874645        454835729        454797507        454760844        454725870        454691940        454657339        454623190        454587783        454553801        454520347        454486341        454452178        454419391        454386897        454351255   
455040626     454993288        454952607        454913088        454874660        454835539        454797515        454760851        454725698        454691742        454657347        454623224        454587791        454553835        454520354        454486358        454451964        454419409        454386681        454351263   
455040634     454993312        454952615        454913104        454874702        454835554        454797523        454760869        454725706        454691759        454657362        454623232        454587809        454553843        454520370        454486176        454451972        454419433        454386707        454351073   
455040642     454993320        454952631        454913112        454874710        454835570        454797531        454760877        454725714        454691775        454657370        454623240        454587817        454553850        454520388        454486184        454451980        454419441        454386715        454351107   
455040675     454993338        454952441        454913120        454874728        454835588        454797556        454760885        454725722        454691783        454657388        454623034        454587825        454553868        454520396        454486192        454451998        454419458        454386723        454351115   
455040691     454993353        454952466        454912981        454874736        454835596        454797572        454760893        454725748        454691791        454657396        454623075        454587833        454553876        454520404        454486200        454452004        454419243        454386749        454351131   
455040709     454993148        454952490        454912999        454874520        454835612        454797366        454760901        454725755        454691817        454657180        454623083        454587841        454553892        454520206        454486218        454452012        454419250        454386756        454350935   
455040717     454993163        454952516        454913005        454874546        454835620        454797390        454760919        454725763        454691825        454657198        454623117        454587858        454553900        454520222        454486226        454452020        454419268        454386764        454350950   
455040725     454993171        454952532        454913013        454874561        454835638        454797408        454760711        454725771        454691833        454657206        454623133        454587650        454553918        454520230        454486242        454452038        454419284        454386780        454350976   
455040519     454993189        454952375        454912809        454874579        454835448        454797424        454760729        454725797        454691841        454657222        454622960        454587668        454553694        454520248        454486028        454452046        454419292        454386574        454350992   
455040527     454993197        454952391        454912817        454874595        454835455        454797432        454760737        454725581        454691635        454657230        454622978        454587676        454553702        454520255        454486044        454452053        454419300        454386582        454351016   
455040568     454993205        454952409        454912841        454874603        454835463        454797440        454760745        454725599        454691643        454657248        454622986        454587692        454553728        454520263        454486069        454451840        454419318        454386590        454351040   
455040576     454993221        454952219        454912858        454874611        454835471        454797465        454760760        454725615        454691650        454657255        454622994        454587700        454553736        454520289        454486077        454451857        454419326        454386608        454350836   
455040584     454993015        454952235        454912874        454874413        454835489        454797259        454760786        454725623        454691668        454657271        454623000        454587718        454553751        454520297        454486093        454451865        454419334        454386616        454350851   
455040592     454993049        454952243        454912882        454874421        454835497        454797275        454760794        454725649        454691692        454657289        454622812        454587726        454553769        454520099        454486119        454451881        454419342        454386624        454350927   
455040600     454993064        454952250        454912890        454874439        454835521        454797291        454760802        454725656        454691700        454657073        454622820        454587544        454553777        454520107        454485913        454451907        454419136        454386632        454350737   
455040618     454993072        454952268        454912718        454874454        454835315        454797317        454760604        454725664        454691726        454657081        454622838        454587551        454553785        454520115        454485939        454451915        454419144        454386657        454350745   
455040402     454993080        454952276        454912734        454874462        454835331        454797325        454760612        454725680        454691734        454657099        454622846        454587569        454553793        454520123        454485962        454451923        454419151        454386665        454350760   
455040428     454993098        454952300        454912759        454874470        454835349        454797333        454760620        454725474        454691528        454657107        454622853        454587593        454553587        454520131        454485970        454451931        454419169        454386673        454350786   
455040436     454993106        454952318        454912767        454874496        454835364        454797358        454760638        454725482        454691536        454657115        454622861        454587601        454553595        454520149        454485996        454451949        454419177        454386467        454350802   
455040451     454992900        454952128        454912775        454874504        454835372        454797150        454760653        454725490        454691544        454657123        454622879        454587627        454553603        454520164        454486010        454451733        454419185        454386475        454350604   
455040477     454992983        454952136        454912783        454874298        454835380        454797168        454760661        454725508        454691551        454657131        454622887        454587635        454553629        454520180        454485814        454451741        454419193        454386483        454350620   
455040493     454992991        454952151        454912593        454874314        454835406        454797176        454760687        454725516        454691569        454657149        454622895        454587643        454553637        454520198        454485848        454451758        454419201        454386491        454350638   
455040295     454993007        454952185        454912601        454874322        454835414        454797184        454760695        454725524        454691577        454657156        454622705        454587437        454553645        454519992        454485855        454451774        454419219        454386509        454350661   
455040303     454992801        454952193        454912619        454874330        454835422        454797192        454760471        454725540        454691585        454657172        454622713        454587445        454553652        454520008        454485871        454451782        454419227        454386517        454350505   
455040311     454992819        454952037        454912627        454874348        454835216        454797200        454760489        454725557        454691593        454656968        454622739        454587478        454553660        454520016        454485889        454451790        454419235        454386525        454350521   
455040329     454992843        454952060        454912635        454874371        454835224        454797226        454760497        454725359        454691619        454656984        454622747        454587486        454553678        454520024        454485897        454451808        454419011        454386533        454350539   
455040352     454992850        454952086        454912643        454874389        454835240        454797234        454760505        454725391        454691627        454657008        454622754        454587494        454553470        454520040        454485905        454451816        454419029        454386541        454350547   
455040360     454992876        454952094        454912650        454874181        454835257        454797242        454760513        454725409        454691429        454657024        454622762        454587502        454553488        454520057        454485699        454451832        454419037        454386558        454350554   
455040386     454992884        454951880        454912668        454874199        454835273        454797044        454760547        454725417        454691437        454657040        454622598        454587510        454553496        454520065        454485707        454451626        454419045        454386350        454350562   
455040394     454992694        454951914        454912676        454874215        454835281        454797051        454760554        454725425        454691445        454657057        454622606        454587528        454553504        454520073        454485715        454451634        454419052        454386368        454350570   
455040196     454992728        454951922        454912684        454874256        454835125        454797077        454760562        454725433        454691452        454656869        454622614        454587353        454553538        454520081        454485749        454451642        454419078        454386376        454350596   
455040204     454992736        454951930        454912478        454874280        454835133        454797085        454760570        454725441        454691460        454656877        454622630        454587361        454553546        454519885        454485756        454451659        454419094        454386384        454350380   
455040238     454992751        454951948        454912486        454874082        454835141        454797101        454760588        454725458        454691478        454656885        454622648        454587379        454553553        454519901        454485772        454451667        454418906        454386392        454350422   
455040246     454992769        454951963        454912494        454874108        454835166        454797127        454760364        454725243        454691494        454656893        454622655        454587387        454553561        454519919        454485798        454451675        454418914        454386418        454350448   
455040253     454992777        454951971        454912502        454874124        454835174        454796921        454760372        454725250        454691510        454656901        454622663        454587395        454553363        454519927        454485582        454451691        454418922        454386426        454350463   
455040261     454992785        454951773        454912510        454874140        454835182        454796939        454760380        454725268        454691304        454656919        454622689        454587403        454553371        454519935        454485590        454451709        454418948        454386434        454350471   
455040071     454992603        454951781        454912528        454874173        454834987        454796954        454760398        454725284        454691320        454656927        454622697        454587411        454553389        454519943        454485624        454451717        454418955        454386442        454350489   
455040089     454992652        454951815        454912536        454873969        454834995        454796962        454760406        454725292        454691338        454656950        454622481        454587221        454553397        454519950        454485632        454451725        454418963        454386459        454350299   
455040097     454992660        454951849        454912544        454873977        454835000        454796970        454760422        454725300        454691361        454656752        454622507        454587247        454553413        454519984        454485640        454451519        454418971        454386251        454350307   
455040113     454992678        454951864        454912551        454873985        454835034        454797002        454760430        454725334        454691379        454656760        454622515        454587254        454553421        454519794        454485657        454451527        454418989        454386269        454350323   
455040121     454992686        454951872        454912569        454874009        454835042        454797028        454760455        454725342        454691403        454656778        454622523        454587270        454553439        454519802        454485665        454451535        454418997        454386277        454350331   
455040154     454992488        454951641        454912577        454874017        454835075        454796806        454760463        454725128        454691213        454656786        454622531        454587288        454553447        454519810        454485475        454451543        454419003        454386285        454350364   
455040006     454992496        454951716        454912379        454874033        454834888        454796814        454760257        454725136        454691221        454656794        454622556        454587296        454553454        454519828        454485483        454451550        454418799        454386301        454350141   
455040022     454992504        454951724        454912395        454874058        454834904        454796848        454760273        454725151        454691247        454656802        454622564        454587304        454553256        454519836        454485491        454451568        454418807        454386319        454350182   
455040048     454992512        454951740        454912411        454873845        454834912        454796863        454760281        454725169        454691254        454656810        454622580        454587312        454553272        454519844        454485509        454451576        454418815        454386327        454350190   
455039842     454992520        454951757        454912437        454873852        454834920        454796871        454760307        454725185        454691262        454656828        454622374        454587320        454553298        454519851        454485517        454451584        454418823        454386335        454350240   
455039859     454992553        454951534        454912452        454873860        454834938        454796897        454760315        454725193        454691270        454656836        454622382        454587114        454553306        454519869        454485533        454451592        454418831        454386343        454350042   
455039867     454992561        454951559        454912460        454873878        454834946        454796699        454760331        454725201        454691296        454656844        454622390        454587122        454553314        454519877        454485541        454451600        454418849        454386129        454350091   
455039875     454992579        454951583        454912262        454873886        454834953        454796707        454760349        454725219        454691080        454656646        454622424        454587130        454553330        454519661        454485566        454451618        454418856        454386145        454350125   
455039883     454992587        454951617        454912270        454873894        454834961        454796731        454760356        454725227        454691098        454656653        454622432        454587148        454553348        454519679        454485574        454451402        454418864        454386152        454350133   
455039891     454992371        454951625        454912304        454873902        454834979        454796764        454760141        454725235        454691106        454656661        454622440        454587163        454553355        454519687        454485350        454451428        454418872        454386178        454349911   
455039909     454992389        454951633        454912338        454873910        454834789        454796772        454760166        454725011        454691114        454656679        454622465        454587171        454553140        454519703        454485368        454451436        454418880        454386194        454349945   
455039933     454992397        454951450        454912346        454873936        454834797        454796780        454760174        454725029        454691122        454656687        454622473        454587189        454553181        454519711        454485376        454451444        454418898        454386210        454349952   
455039743     454992413        454951484        454912148        454873944        454834813        454796574        454760182        454725052        454691130        454656703        454622267        454587007        454553199        454519729        454485384        454451469        454418682        454386228        454349960   
455039792     454992447        454951492        454912155        454873746        454834847        454796590        454760190        454725060        454691148        454656737        454622275        454587023        454553215        454519737        454485392        454451485        454418690        454386236        454349978   
455039834     454992454        454951500        454912163        454873761        454834862        454796608        454760208        454725086        454691155        454656745        454622283        454587049        454553223        454519752        454485400        454451493        454418708        454386012        454349986   


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455039628     454992462        454951526        454912171        454873787        454834680        454796616        454760216        454725102        454691163        454656539        454622291        454587056        454553231        454519760        454485418        454451287        454418716        454386020        454349994   
455039644     454992470        454951336        454912213        454873795        454834698        454796632        454760224        454725110        454691189        454656547        454622309        454587072        454553033        454519554        454485426        454451303        454418724        454386038        454350000   
455039669     454992298        454951344        454912239        454873621        454834706        454796640        454760240        454724907        454690975        454656554        454622325        454587080        454553041        454519588        454485434        454451311        454418732        454386046        454349812   
455039677     454992314        454951377        454912247        454873647        454834714        454796657        454760034        454724931        454690991        454656562        454622341        454586900        454553058        454519596        454485251        454451345        454418740        454386053        454349853   
455039685     454992330        454951385        454912031        454873654        454834722        454796665        454760042        454724949        454691007        454656570        454622358        454586926        454553074        454519604        454485269        454451352        454418757        454386061        454349879   
455039693     454992355        454951393        454912064        454873662        454834730        454796681        454760059        454724956        454691015        454656588        454622366        454586959        454553082        454519612        454485277        454451378        454418765        454386079        454349903   
455039701     454992140        454951401        454912080        454873670        454834748        454796459        454760067        454724964        454691023        454656596        454622150        454586967        454553090        454519620        454485285        454451386        454418773        454386087        454349713   
455039719     454992181        454951419        454912098        454873696        454834755        454796475        454760075        454724972        454691031        454656604        454622168        454586983        454553116        454519638        454485293        454451394        454418781        454386095        454349721   
455039537     454992231        454951195        454912114        454873712        454834540        454796483        454760083        454724980        454691049        454656612        454622176        454586991        454553124        454519646        454485301        454451196        454418575        454386103        454349762   
455039545     454992256        454951211        454912122        454873514        454834573        454796509        454760091        454724998        454691056        454656620        454622184        454586793        454552928        454519653        454485319        454451212        454418583        454385899        454349788   
455039552     454992058        454951245        454911926        454873522        454834581        454796525        454760133        454724840        454691064        454656638        454622192        454586801        454552951        454519430        454485327        454451220        454418591        454385907        454349796   
455039586     454992066        454951260        454911934        454873530        454834599        454796533        454759911        454724857        454691072        454656422        454622218        454586827        454552969        454519448        454485335        454451238        454418609        454385923        454349598   
455039602     454992082        454951070        454911942        454873548        454834607        454796558        454759945        454724865        454690876        454656430        454622226        454586843        454552977        454519463        454485343        454451253        454418617        454385931        454349655   
455039610     454992090        454951088        454911967        454873555        454834649        454796343        454759952        454724873        454690892        454656448        454622234        454586876        454552985        454519489        454485137        454451261        454418625        454385949        454349671   
455039404     454992124        454951096        454911975        454873563        454834433        454796350        454759960        454724881        454690918        454656463        454622242        454586884        454553009        454519505        454485145        454451279        454418633        454385956        454349473   
455039412     454991928        454951104        454911983        454873571        454834458        454796368        454759994        454724899        454690926        454656471        454622259        454586892        454553017        454519521        454485160        454451063        454418641        454385964        454349499   
455039420     454991936        454951138        454911991        454873597        454834474        454796376        454760000        454724683        454690942        454656489        454622044        454586686        454553025        454519539        454485178        454451071        454418658        454385972        454349507   
455039487     454991944        454951153        454912007        454873605        454834482        454796392        454760026        454724691        454690959        454656497        454622051        454586694        454552811        454519331        454485186        454451089        454418666        454385980        454349515   
455039495     454991951        454951161        454912023        454873613        454834490        454796426        454759804        454724709        454690769        454656505        454622069        454586702        454552829        454519349        454485194        454451097        454418674        454386004        454349531   
455039297     454991977        454950965        454911819        454873407        454834508        454796244        454759820        454724717        454690777        454656513        454622077        454586710        454552837        454519364        454485202        454451139        454418476        454385790        454349556   
455039305     454992009        454950973        454911827        454873415        454834516        454796293        454759846        454724725        454690785        454656521        454622085        454586728        454552845        454519372        454485210        454451154        454418484        454385808        454349572   
455039321     454992017        454950999        454911843        454873449        454834524        454796301        454759853        454724733        454690793        454656307        454622093        454586736        454552852        454519380        454485236        454451162        454418492        454385816        454349366   
455039347     454991811        454951021        454911850        454873456        454834532        454796319        454759861        454724741        454690801        454656323        454622101        454586744        454552860        454519398        454485020        454450941        454418500        454385832        454349390   
455039362     454991837        454951039        454911868        454873464        454834359        454796335        454759887        454724766        454690827        454656331        454622119        454586751        454552878        454519406        454485046        454450966        454418526        454385840        454349416   
455039180     454991845        454951047        454911876        454873480        454834367        454796145        454759895        454724576        454690835        454656356        454622127        454586769        454552886        454519414        454485053        454450974        454418534        454385865        454349424   
455039198     454991902        454950858        454911892        454873498        454834383        454796152        454759903        454724584        454690850        454656364        454622143        454586579        454552894        454519422        454485079        454450982        454418542        454385873        454349465   
455039214     454991696        454950866        454911900        454873290        454834391        454796178        454759689        454724592        454690868        454656372        454621947        454586595        454552902        454519224        454485087        454450990        454418559        454385881        454349267   
455039222     454991704        454950882        454911918        454873308        454834409        454796186        454759697        454724600        454690652        454656380        454621954        454586611        454552910        454519232        454485095        454451006        454418351        454385675        454349291   
455039230     454991738        454950890        454911702        454873316        454834417        454796202        454759705        454724618        454690660        454656406        454621962        454586629        454552704        454519240        454485103        454451014        454418369        454385683        454349309   
455039248     454991746        454950908        454911736        454873324        454834425        454796210        454759739        454724626        454690678        454656190        454621970        454586637        454552712        454519257        454485111        454451022        454418377        454385691        454349317   
455039263     454991753        454950924        454911744        454873332        454834219        454796228        454759770        454724634        454690686        454656208        454621988        454586645        454552720        454519273        454485129        454451030        454418385        454385717        454349143   
455039271     454991761        454950940        454911751        454873340        454834227        454796020        454759788        454724642        454690694        454656216        454621996        454586652        454552738        454519281        454484916        454450834        454418393        454385733        454349184   
455039073     454991787        454950742        454911769        454873357        454834235        454796046        454759580        454724659        454690702        454656224        454622002        454586660        454552746        454519307        454484924        454450842        454418401        454385741        454349192   
455039099     454991589        454950775        454911777        454873365        454834250        454796087        454759598        454724667        454690710        454656232        454622028        454586678        454552753        454519315        454484932        454450859        454418419        454385758        454349200   
455039115     454991597        454950791        454911785        454873381        454834276        454796095        454759606        454724675        454690728        454656240        454622036        454586462        454552803        454519323        454484940        454450867        454418427        454385766        454349226   
455039149     454991613        454950809        454911801        454873399        454834284        454796103        454759622        454724469        454690736        454656273        454621848        454586488        454552597        454519117        454484957        454450925        454418435        454385774        454349234   
455038984     454991621        454950825        454911637        454873183        454834292        454796111        454759630        454724477        454690744        454656299        454621855        454586496        454552613        454519125        454484965        454450933        454418443        454385568        454349242   
455038992     454991639        454950841        454911652        454873191        454834086        454795923        454759648        454724493        454690751        454656075        454621863        454586504        454552621        454519133        454484981        454450727        454418450        454385576        454349077   
455039008     454991647        454950627        454911660        454873209        454834102        454795949        454759655        454724501        454690553        454656083        454621871        454586512        454552639        454519158        454484999        454450735        454418245        454385584        454349093   
455038851     454991654        454950635        454911686        454873241        454834110        454795956        454759663        454724527        454690561        454656109        454621905        454586538        454552654        454519166        454485004        454450743        454418252        454385600        454349101   
455038893     454991662        454950650        454911496        454873258        454834128        454795964        454759671        454724535        454690579        454656117        454621913        454586546        454552662        454519174        454485012        454450750        454418260        454385667        454349135   
455038919     454991670        454950668        454911504        454873266        454834144        454795972        454759473        454724550        454690595        454656125        454621921        454586553        454552670        454519190        454484817        454450776        454418286        454385444        454348905   
455038927     454991688        454950676        454911512        454873076        454834151        454795998        454759481        454724568        454690603        454656133        454621939        454586363        454552688        454519208        454484825        454450784        454418302        454385451        454348996   
455038935     454991472        454950684        454911520        454873118        454834169        454795816        454759499        454724352        454690611        454656141        454621723        454586371        454552696        454519216        454484833        454450792        454418310        454385477        454349010   
455038745     454991480        454950692        454911538        454873126        454834177        454795824        454759507        454724360        454690629        454656158        454621749        454586389        454552472        454519026        454484866        454450800        454418336        454385493        454348806   
455038752     454991498        454950700        454911553        454873134        454834185        454795832        454759515        454724378        454690637        454655960        454621756        454586397        454552480        454519034        454484874        454450818        454418344        454385519        454348814   
455038760     454991506        454950718        454911561        454873142        454833971        454795873        454759523        454724386        454690645        454655978        454621764        454586413        454552498        454519042        454484882        454450826        454418138        454385527        454348822   
455038786     454991514        454950510        454911579        454873159        454833989        454795683        454759531        454724394        454690447        454655986        454621780        454586421        454552506        454519059        454484890        454450628        454418146        454385543        454348830   
455038810     454991522        454950528        454911397        454873167        454833997        454795691        454759549        454724402        454690454        454655994        454621798        454586439        454552522        454519067        454484684        454450636        454418153        454385337        454348871   
455038844     454991530        454950536        454911413        454873175        454834029        454795733        454759556        454724410        454690462        454656018        454621814        454586454        454552548        454519075        454484692        454450669        454418161        454385352        454348889   
455038653     454991555        454950551        454911421        454872995        454834037        454795741        454759358        454724428        454690470        454656026        454621632        454586272        454552571        454519091        454484700        454450677        454418179        454385360        454348681   
455038661     454991563        454950569        454911447        454873001        454834045        454795782        454759366        454724436        454690504        454656034        454621640        454586314        454552589        454519109        454484718        454450685        454418187        454385402        454348699   
455038679     454991571        454950577        454911454        454873027        454834060        454795576        454759374        454724444        454690512        454656042        454621657        454586322        454552340        454518945        454484742        454450693        454418195        454385410        454348707   
455038695     454991365        454950585        454911470        454873035        454833864        454795618        454759382        454724451        454690520        454656067        454621665        454586348        454552357        454518952        454484759        454450701        454418211        454385436        454348715   
455038703     454991373        454950593        454911264        454873068        454833880        454795626        454759390        454724246        454690538        454655853        454621681        454586355        454552365        454518960        454484767        454450719        454418229        454385212        454348723   
455038729     454991381        454950601        454911280        454872854        454833898        454795634        454759408        454724261        454690330        454655861        454621707        454586140        454552381        454518978        454484775        454450503        454418237        454385220        454348780   
455038737     454991399        454950619        454911298        454872888        454833906        454795642        454759416        454724279        454690348        454655879        454621715        454586173        454552407        454518986        454484783        454450552        454418021        454385238        454348582   
455038521     454991407        454950403        454911306        454872896        454833914        454795659        454759424        454724287        454690355        454655887        454621525        454586181        454552415        454518994        454484577        454450578        454418039        454385246        454348608   
455038539     454991415        454950429        454911314        454872904        454833922        454795667        454759440        454724295        454690371        454655895        454621541        454586199        454552423        454519000        454484585        454450586        454418047        454385253        454348632   
455038547     454991431        454950445        454911322        454872912        454833930        454795675        454759457        454724329        454690389        454655903        454621558        454586207        454552431        454518796        454484601        454450594        454418054        454385261        454348640   
455038554     454991449        454950452        454911330        454872920        454833948        454795477        454759242        454724337        454690405        454655929        454621566        454586215        454552449        454518804        454484619        454450602        454418062        454385279        454348442   
455038604     454991456        454950460        454911355        454872938        454833955        454795501        454759259        454724345        454690413        454655937        454621574        454586223        454552456        454518838        454484627        454450396        454418070        454385287        454348459   
455038612     454991464        454950478        454911157        454872946        454833740        454795527        454759267        454724139        454690421        454655945        454621590        454586231        454552233        454518846        454484635        454450404        454418088        454385295        454348467   
455038620     454991266        454950486        454911165        454872953        454833757        454795535        454759275        454724147        454690439        454655952        454621400        454586249        454552241        454518853        454484650        454450412        454418096        454385303        454348517   
455038414     454991274        454950494        454911173        454872748        454833765        454795550        454759283        454724154        454690231        454655747        454621418        454586256        454552258        454518861        454484668        454450420        454418104        454385089        454348541   
455038422     454991282        454950296        454911199        454872755        454833781        454795360        454759291        454724162        454690249        454655754        454621426        454586066        454552266        454518879        454484676        454450446        454418112        454385105        454348335   
455038430     454991290        454950304        454911215        454872771        454833799        454795378        454759309        454724170        454690256        454655762        454621442        454586082        454552274        454518887        454484460        454450453        454418120        454385121        454348343   
455038471     454991308        454950312        454911231        454872789        454833807        454795386        454759325        454724188        454690264        454655770        454621459        454586116        454552290        454518895        454484486        454450461        454417916        454385147        454348350   
455038489     454991324        454950338        454911249        454872813        454833815        454795394        454759341        454724204        454690272        454655788        454621483        454586124        454552308        454518903        454484494        454450479        454417924        454385154        454348384   
455038497     454991332        454950353        454911256        454872821        454833823        454795402        454759150        454724220        454690280        454655796        454621491        454586132        454552316        454518689        454484502        454450487        454417932        454385170        454348392   
455038505     454991340        454950361        454911041        454872839        454833831        454795410        454759176        454724238        454690298        454655804        454621509        454585944        454552324        454518697        454484510        454450495        454417957        454385188        454348418   
455038513     454991142        454950379        454911058        454872649        454833633        454795428        454759192        454724022        454690306        454655820        454621293        454585969        454552126        454518705        454484536        454450289        454417973        454384975        454348434   
455038315     454991159        454950387        454911066        454872656        454833641        454795436        454759200        454724048        454690322        454655838        454621301        454585993        454552134        454518713        454484544        454450297        454417981        454384991        454348202   


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455038331     454991167        454950197        454911074        454872664        454833658        454795246        454759226        454724055        454690116        454655846        454621327        454586009        454552142        454518721        454484551        454450305        454417999        454385022        454348210   
455038356     454991175        454950205        454911082        454872680        454833674        454795253        454759234        454724063        454690124        454655630        454621343        454586017        454552167        454518747        454484569        454450339        454418005        454385048        454348251   
455038364     454991183        454950213        454911090        454872698        454833682        454795261        454759051        454724089        454690132        454655648        454621350        454586025        454552183        454518754        454484361        454450347        454418013        454385063        454348301   
455038372     454991191        454950221        454911116        454872706        454833716        454795279        454759069        454724097        454690140        454655663        454621368        454586033        454552191        454518762        454484379        454450354        454417809        454384876        454348327   
455038380     454991209        454950239        454911124        454872714        454833732        454795287        454759077        454724105        454690157        454655671        454621376        454585829        454552217        454518770        454484387        454450370        454417825        454384884        454348095   
455038398     454991225        454950288        454911132        454872730        454833526        454795295        454759085        454724113        454690165        454655689        454621384        454585837        454552019        454518788        454484395        454450164        454417833        454384892        454348111   
455038406     454991233        454950064        454911140        454872524        454833534        454795311        454759093        454724121        454690181        454655697        454621392        454585845        454552035        454518580        454484411        454450172        454417841        454384900        454348129   
455038208     454991241        454950080        454910936        454872557        454833542        454795329        454759101        454723917        454690199        454655713        454621178        454585852        454552050        454518606        454484429        454450180        454417858        454384918        454348137   
455038216     454991035        454950098        454910944        454872565        454833559        454795337        454758913        454723925        454690207        454655721        454621194        454585878        454552068        454518614        454484437        454450198        454417866        454384926        454348152   
455038224     454991043        454950122        454910951        454872607        454833567        454795139        454758939        454723941        454690009        454655739        454621202        454585886        454552076        454518622        454484445        454450206        454417874        454384934        454347980   
455038232     454991050        454950155        454910969        454872417        454833575        454795147        454758947        454723958        454690017        454655507        454621210        454585894        454552084        454518630        454484452        454450214        454417882        454384942        454347998   
455038240     454991068        454949959        454910977        454872425        454833583        454795162        454758988        454723974        454690025        454655515        454621244        454585902        454552092        454518655        454484254        454450222        454417890        454384751        454348038   
455038265     454991076        454950007        454910985        454872433        454833591        454795170        454758996        454723982        454690041        454655523        454621251        454585910        454552100        454518663        454484262        454450230        454417908        454384793        454348046   
455038273     454991118        454950023        454910993        454872458        454833617        454795188        454759002        454724006        454690058        454655549        454621269        454585928        454552118        454518671        454484270        454450263        454417692        454384801        454348053   
455038281     454991126        454950049        454911009        454872466        454833625        454795196        454759010        454724014        454690066        454655556        454621277        454585936        454551904        454518481        454484288        454450040        454417700        454384819        454348061   
455038299     454991134        454950056        454911017        454872474        454833393        454795212        454758822        454723800        454690074        454655572        454621061        454585712        454551912        454518499        454484304        454450065        454417718        454384843        454347899   
455038091     454990920        454949843        454910852        454872482        454833419        454795220        454758830        454723818        454689886        454655580        454621087        454585746        454551920        454518507        454484312        454450073        454417734        454384611        454347915   
455038117     454990938        454949850        454910860        454872490        454833443        454795030        454758848        454723826        454689894        454655598        454621095        454585753        454551938        454518515        454484338        454450099        454417742        454384645        454347923   
455038125     454990953        454949868        454910886        454872300        454833500        454795048        454758855        454723834        454689902        454655622        454621103        454585779        454551946        454518523        454484346        454450123        454417759        454384660        454347931   
455038133     454990961        454949884        454910894        454872318        454833286        454795055        454758863        454723842        454689910        454655408        454621111        454585787        454551961        454518549        454484353        454450131        454417767        454384686        454347949   
455038141     454991019        454949892        454910902        454872326        454833310        454795063        454758871        454723867        454689944        454655416        454621129        454585795        454551979        454518556        454484155        454450149        454417775        454384694        454347782   
455038158     454991027        454949900        454910910        454872359        454833328        454795113        454758889        454723875        454689951        454655424        454621137        454585803        454551987        454518564        454484163        454450156        454417791        454384702        454347808   
455038166     454990813        454949918        454910720        454872367        454833336        454795121        454758897        454723883        454689969        454655440        454621145        454585811        454551995        454518572        454484197        454449935        454417577        454384710        454347816   
455038174     454990821        454949728        454910746        454872375        454833344        454794926        454758905        454723891        454689985        454655457        454621160        454585613        454552001        454518374        454484205        454449943        454417585        454384736        454347832   
455038182     454990839        454949736        454910753        454872391        454833377        454794934        454758681        454723693        454689779        454655465        454620956        454585621        454551797        454518408        454484213        454449950        454417619        454384504        454347840   
455037978     454990854        454949751        454910761        454872235        454833385        454794959        454758699        454723701        454689787        454655473        454620964        454585654        454551813        454518416        454484221        454449968        454417627        454384512        454347857   
455037986     454990862        454949769        454910779        454872250        454833211        454794975        454758707        454723719        454689795        454655481        454620972        454585662        454551821        454518424        454484239        454449976        454417635        454384538        454347865   
455038018     454990870        454949777        454910787        454872276        454833229        454794991        454758715        454723727        454689803        454655499        454620980        454585670        454551854        454518432        454484247        454449984        454417650        454384546        454347667   
455038026     454990888        454949785        454910811        454872284        454833237        454795006        454758723        454723743        454689811        454655283        454621004        454585688        454551870        454518457        454484056        454450016        454417668        454384553        454347709   
455038067     454990896        454949819        454910605        454872292        454833278        454794785        454758731        454723750        454689829        454655291        454621012        454585696        454551888        454518465        454484080        454450024        454417676        454384579        454347741   
455038075     454990904        454949827        454910621        454872094        454833070        454794819        454758798        454723594        454689845        454655309        454621053        454585704        454551896        454518291        454484098        454450032        454417684        454384587        454347758   
455037861     454990912        454949629        454910662        454872128        454833096        454794827        454758806        454723610        454689860        454655317        454620840        454585498        454551680        454518309        454484106        454449828        454417460        454384595        454347543   
455037887     454990714        454949694        454910688        454872136        454833112        454794843        454758582        454723628        454689878        454655333        454620857        454585506        454551706        454518317        454484114        454449851        454417478        454384603        454347550   
455037895     454990730        454949702        454910704        454872151        454833120        454794850        454758590        454723636        454689662        454655358        454620865        454585514        454551722        454518325        454484122        454449869        454417486        454384405        454347584   
455037903     454990755        454949710        454910498        454872177        454833146        454794868        454758608        454723644        454689670        454655366        454620873        454585522        454551730        454518333        454483934        454449877        454417494        454384413        454347592   
455037911     454990771        454949504        454910514        454871971        454833161        454794876        454758624        454723651        454689688        454655168        454620881        454585555        454551748        454518341        454483942        454449885        454417502        454384447        454347600   
455037929     454990789        454949512        454910522        454871989        454833179        454794694        454758632        454723669        454689696        454655176        454620899        454585563        454551763        454518358        454483959        454449893        454417528        454384462        454347618   
455037952     454990805        454949520        454910530        454872029        454832965        454794702        454758657        454723677        454689704        454655184        454620907        454585571        454551771        454518143        454483975        454449901        454417544        454384470        454347634   
455037754     454990599        454949538        454910548        454872037        454832981        454794710        454758665        454723487        454689712        454655192        454620915        454585589        454551789        454518150        454483991        454449919        454417551        454384280        454347428   
455037770     454990623        454949546        454910555        454872052        454833005        454794744        454758459        454723495        454689746        454655200        454620923        454585597        454551565        454518168        454484015        454449927        454417569        454384322        454347436   
455037796     454990631        454949553        454910563        454872060        454833013        454794769        454758467        454723503        454689761        454655218        454620949        454585373        454551573        454518176        454484023        454449711        454417353        454384348        454347469   
455037804     454990649        454949579        454910571        454871880        454833021        454794561        454758491        454723511        454689555        454655226        454620733        454585381        454551581        454518184        454484031        454449729        454417361        454384355        454347477   
455037812     454990656        454949595        454910597        454871898        454833039        454794579        454758509        454723545        454689563        454655234        454620766        454585407        454551599        454518192        454483827        454449745        454417379        454384363        454347493   
455037820     454990672        454949603        454910381        454871906        454833054        454794587        454758525        454723552        454689589        454655242        454620782        454585415        454551607        454518200        454483835        454449752        454417395        454384371        454347519   
455037838     454990680        454949397        454910407        454871914        454833062        454794595        454758558        454723578        454689597        454655267        454620790        454585423        454551623        454518218        454483843        454449778        454417403        454384157        454347303   
455037853     454990698        454949405        454910415        454871930        454832866        454794629        454758343        454723586        454689613        454655051        454620808        454585431        454551631        454518234        454483850        454449786        454417429        454384181        454347337   
455037630     454990482        454949413        454910423        454871963        454832874        454794637        454758350        454723370        454689621        454655069        454620816        454585449        454551649        454518242        454483868        454449794        454417437        454384207        454347394   
455037655     454990490        454949421        454910431        454871765        454832882        454794652        454758368        454723388        454689639        454655085        454620824        454585456        454551656        454518044        454483876        454449802        454417445        454384215        454347196   
455037663     454990508        454949462        454910449        454871773        454832890        454794660        454758376        454723404        454689647        454655101        454620634        454585464        454551664        454518051        454483892        454449810        454417452        454384223        454347204   
455037671     454990516        454949470        454910456        454871781        454832916        454794470        454758384        454723453        454689449        454655119        454620659        454585472        454551672        454518069        454483918        454449596        454417247        454384231        454347212   
455037697     454990524        454949496        454910464        454871815        454832924        454794488        454758392        454723461        454689456        454655127        454620667        454585480        454551466        454518077        454483926        454449604        454417270        454384249        454347246   
455037705     454990532        454949280        454910472        454871849        454832940        454794496        454758400        454723271        454689472        454655143        454620683        454585308        454551482        454518085        454483702        454449612        454417288        454384256        454347253   
455037713     454990540        454949306        454910480        454871658        454832957        454794504        454758418        454723289        454689480        454655150        454620691        454585316        454551490        454518101        454483736        454449620        454417296        454384041        454347279   
455037739     454990565        454949314        454910274        454871674        454832759        454794512        454758426        454723297        454689498        454654930        454620709        454585357        454551508        454518119        454483744        454449646        454417304        454384074        454347089   
455037747     454990573        454949322        454910282        454871682        454832767        454794520        454758434        454723305        454689514        454654948        454620717        454585365        454551516        454518127        454483751        454449661        454417320        454384090        454347097   
455037523     454990581        454949330        454910290        454871690        454832775        454794538        454758228        454723313        454689522        454654971        454620725        454585142        454551532        454518135        454483769        454449679        454417338        454384108        454347105   
455037564     454990383        454949348        454910308        454871724        454832783        454794546        454758244        454723339        454689530        454654989        454620527        454585159        454551540        454517939        454483777        454449695        454417346        454384116        454347147   
455037572     454990391        454949363        454910324        454871740        454832791        454794553        454758269        454723347        454689332        454655002        454620543        454585167        454551557        454517947        454483785        454449703        454417130        454384124        454346982   
455037598     454990417        454949371        454910340        454871534        454832809        454794355        454758277        454723354        454689340        454655010        454620550        454585175        454551342        454517954        454483801        454449489        454417155        454384132        454347006   
455037606     454990433        454949173        454910365        454871559        454832817        454794363        454758285        454723362        454689357        454655036        454620576        454585183        454551359        454517970        454483819        454449497        454417163        454383936        454347022   
455037440     454990441        454949181        454910183        454871583        454832825        454794371        454758301        454723156        454689365        454655044        454620584        454585191        454551367        454517988        454483595        454449505        454417171        454383944        454346867   
455037457     454990458        454949199        454910191        454871591        454832833        454794405        454758319        454723164        454689373        454654823        454620592        454585209        454551375        454517996        454483611        454449513        454417197        454383951        454346875   
455037473     454990466        454949207        454910217        454871617        454832841        454794413        454758327        454723172        454689381        454654856        454620600        454585217        454551383        454518002        454483629        454449521        454417205        454383977        454346883   
455037309     454990268        454949215        454910233        454871625        454832650        454794421        454758335        454723198        454689407        454654864        454620618        454585233        454551417        454518010        454483637        454449554        454417213        454383985        454346909   
455037317     454990276        454949231        454910258        454871419        454832668        454794439        454758129        454723206        454689415        454654872        454620626        454585035        454551425        454518036        454483645        454449562        454417221        454384009        454346933   
455037325     454990300        454949249        454910266        454871427        454832676        454794447        454758137        454723214        454689423        454654898        454620410        454585043        454551235        454517814        454483652        454449570        454417239        454384017        454346941   
455037333     454990318        454949272        454910068        454871435        454832684        454794249        454758145        454723230        454689431        454654906        454620428        454585050        454551250        454517822        454483660        454449588        454417015        454384025        454346958   
455037382     454990334        454949066        454910076        454871450        454832692        454794256        454758152        454723255        454689225        454654914        454620436        454585068        454551268        454517830        454483678        454449372        454417023        454384033        454346966   
455037390     454990342        454949074        454910084        454871476        454832700        454794272        454758160        454723057        454689233        454654922        454620444        454585084        454551284        454517871        454483686        454449380        454417049        454383829        454346792   
455037192     454990359        454949090        454910092        454871484        454832718        454794280        454758178        454723065        454689241        454654716        454620451        454585092        454551292        454517897        454483488        454449398        454417064        454383837        454346842   
455037200     454990144        454949108        454910100        454871492        454832726        454794298        454758186        454723073        454689258        454654732        454620469        454585100        454551318        454517905        454483496        454449406        454417080        454383845        454346685   
455037218     454990151        454949132        454910126        454871500        454832528        454794306        454758194        454723081        454689266        454654757        454620477        454585118        454551326        454517913        454483504        454449414        454417098        454383852        454346693   
455037259     454990169        454949140        454910134        454871518        454832536        454794314        454758202        454723107        454689274        454654765        454620501        454585126        454551128        454517921        454483512        454449422        454417114        454383860        454346735   


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455037267     454990177        454949165        454910167        454871328        454832544        454794322        454758020        454723115        454689282        454654781        454620519        454585134        454551151        454517715        454483538        454449430        454417122        454383878        454346743   
455037275     454990227        454948977        454909953        454871336        454832551        454794330        454758046        454723123        454689308        454654799        454620345        454584921        454551169        454517731        454483546        454449448        454416900        454383886        454346537   
455037283     454990037        454948993        454909961        454871344        454832569        454794157        454758053        454723131        454689316        454654807        454620352        454584947        454551177        454517749        454483561        454449455        454416918        454383902        454346545   
455037119     454990045        454949009        454909979        454871377        454832577        454794165        454758061        454722935        454689324        454654815        454620360        454584954        454551185        454517780        454483579        454449463        454416934        454383910        454346552   
455037150     454990060        454949017        454909987        454871393        454832585        454794173        454758079        454722950        454689126        454654591        454620378        454584962        454551193        454517806        454483587        454449471        454416942        454383928        454346578   
455037168     454990078        454949025        454909995        454871401        454832601        454794181        454758087        454722968        454689134        454654609        454620386        454584970        454551201        454517608        454483389        454449265        454416959        454383712        454346586   
455036988     454990086        454949033        454910001        454871237        454832619        454794199        454758095        454722976        454689142        454654617        454620196        454584988        454551219        454517616        454483397        454449273        454416975        454383720        454346594   
455037002     454990094        454949041        454910019        454871245        454832627        454794207        454757907        454722992        454689159        454654625        454620204        454584996        454551227        454517640        454483405        454449281        454416991        454383738        454346628   
455037010     454990102        454949058        454910027        454871252        454832411        454794215        454757931        454723008        454689167        454654641        454620212        454585001        454551011        454517657        454483413        454449299        454417007        454383746        454346446   
455037028     454990136        454948845        454910035        454871260        454832429        454794231        454757949        454723016        454689175        454654658        454620238        454585019        454551029        454517665        454483421        454449307        454416801        454383779        454346453   
455037036     454989922        454948860        454910043        454871286        454832437        454794025        454757964        454723032        454689191        454654666        454620246        454585027        454551037        454517673        454483439        454449323        454416819        454383787        454346479   
455037051     454989930        454948878        454910050        454871088        454832452        454794074        454757972        454722844        454689217        454654682        454620253        454584814        454551045        454517681        454483462        454449331        454416827        454383795        454346503   
455037069     454989948        454948886        454909854        454871104        454832478        454794090        454757980        454722851        454688995        454654708        454620279        454584830        454551060        454517699        454483470        454449349        454416835        454383605        454346511   
455036871     454989955        454948894        454909888        454871112        454832486        454794108        454757790        454722869        454689001        454654492        454620287        454584848        454551078        454517707        454483272        454449356        454416843        454383613        454346305   
455036897     454989963        454948902        454909912        454871120        454832494        454794116        454757808        454722877        454689019        454654500        454620295        454584855        454551094        454517509        454483298        454449364        454416850        454383621        454346321   
455036905     454989997        454948910        454909946        454871146        454832502        454794124        454757816        454722885        454689035        454654526        454620089        454584863        454551102        454517517        454483322        454449158        454416868        454383639        454346354   
455036913     454990011        454948936        454909748        454871153        454832510        454793910        454757857        454722893        454689043        454654534        454620097        454584871        454551110        454517525        454483348        454449182        454416884        454383647        454346362   
455036954     454990029        454948738        454909763        454871161        454832304        454793928        454757873        454722901        454689068        454654559        454620105        454584905        454550906        454517533        454483355        454449190        454416892        454383654        454346388   
455036772     454989815        454948746        454909789        454871195        454832312        454793951        454757881        454722927        454689076        454654567        454620113        454584913        454550914        454517541        454483363        454449208        454416678        454383670        454346412   
455036780     454989823        454948779        454909797        454870965        454832338        454793969        454757683        454722711        454689084        454654377        454620121        454584715        454550922        454517558        454483371        454449216        454416686        454383688        454346206   
455036798     454989849        454948787        454909805        454870973        454832346        454794009        454757691        454722729        454689100        454654385        454620139        454584731        454550930        454517566        454483165        454449224        454416694        454383498        454346230   
455036814     454989864        454948795        454909821        454870999        454832353        454794017        454757709        454722737        454688888        454654401        454620162        454584749        454550948        454517574        454483173        454449232        454416702        454383506        454346255   
455036830     454989880        454948803        454909847        454871005        454832361        454793829        454757717        454722752        454688896        454654419        454620170        454584764        454550955        454517582        454483207        454449240        454416710        454383514        454346263   
455036848     454989906        454948837        454909623        454871013        454832379        454793845        454757733        454722760        454688904        454654427        454619974        454584772        454550963        454517590        454483215        454449257        454416728        454383522        454346271   
455036855     454989914        454948639        454909649        454871039        454832387        454793852        454757758        454722778        454688912        454654435        454619982        454584780        454550971        454517392        454483223        454449042        454416736        454383530        454346289   
455036640     454989716        454948688        454909656        454871054        454832395        454793886        454757766        454722786        454688920        454654443        454619990        454584806        454550989        454517400        454483231        454449059        454416751        454383548        454346107   
455036657     454989724        454948712        454909664        454871062        454832197        454793894        454757774        454722794        454688938        454654450        454620006        454584608        454550997        454517418        454483249        454449067        454416769        454383555        454346123   
455036681     454989740        454948720        454909672        454871070        454832205        454793688        454757576        454722802        454688946        454654476        454620022        454584616        454551003        454517434        454483256        454449075        454416785        454383563        454346149   
455036699     454989757        454948506        454909706        454870866        454832213        454793696        454757584        454722810        454688953        454654260        454620048        454584624        454550807        454517459        454483264        454449083        454416579        454383571        454345984   
455036707     454989773        454948514        454909714        454870874        454832221        454793720        454757600        454722612        454688961        454654278        454620063        454584632        454550815        454517467        454483058        454449091        454416587        454383589        454345992   
455036715     454989807        454948530        454909722        454870916        454832239        454793753        454757626        454722620        454688979        454654286        454620071        454584640        454550823        454517475        454483066        454449109        454416595        454383597        454346008   
455036723     454989625        454948548        454909730        454870924        454832247        454793761        454757634        454722638        454688987        454654294        454619867        454584673        454550831        454517483        454483074        454449125        454416629        454383399        454346016   
455036533     454989641        454948563        454909516        454870957        454832270        454793787        454757659        454722646        454688771        454654310        454619875        454584699        454550849        454517491        454483082        454449133        454416637        454383407        454346057   
455036566     454989658        454948571        454909524        454870759        454832288        454793795        454757667        454722653        454688789        454654336        454619925        454584707        454550864        454517285        454483090        454449141        454416645        454383415        454346065   
455036582     454989674        454948589        454909557        454870767        454832296        454793571        454757675        454722661        454688797        454654344        454619933        454584491        454550880        454517293        454483108        454448937        454416454        454383449        454345893   
455036616     454989690        454948597        454909565        454870775        454832080        454793589        454757469        454722679        454688813        454654369        454619941        454584509        454550898        454517319        454483116        454448952        454416462        454383456        454345901   
455036632     454989484        454948605        454909573        454870809        454832098        454793605        454757477        454722687        454688839        454654146        454619958        454584517        454550690        454517327        454483124        454448960        454416470        454383464        454345935   
455036459     454989492        454948399        454909581        454870817        454832106        454793613        454757501        454722703        454688847        454654153        454619776        454584525        454550708        454517335        454483140        454448978        454416488        454383480        454345802   
455036491     454989518        454948415        454909599        454870643        454832114        454793621        454757519        454722497        454688862        454654187        454619784        454584533        454550716        454517343        454483157        454449000        454416496        454383258        454344052   
455036509     454989542        454948423        454909607        454870650        454832122        454793654        454757527        454722505        454688664        454654195        454619800        454584558        454550724        454517368        454482944        454449018        454416520        454383266        454342981   
455036525     454989559        454948431        454909409        454870684        454832130        454793662        454757535        454722513        454688672        454654229        454619826        454584566        454550732        454517376        454482951        454449026        454416538        454383274        454341868   
455036319     454989385        454948449        454909417        454870692        454832148        454793456        454757543        454722521        454688722        454654237        454619834        454584574        454550740        454517384        454482969        454449034        454416546        454383282        454339334   
455036327     454989401        454948456        454909425        454870700        454832155        454793472        454757550        454722547        454688730        454654245        454619842        454584582        454550757        454517186        454482977        454448820        454416553        454383290        454338393   
455036335     454989419        454948472        454909441        454870734        454832163        454793480        454757568        454722554        454688748        454654039        454619859        454584590        454550765        454517194        454482985        454448838        454416348        454383308        454337437   
455036376     454989427        454948480        454909458        454870742        454832171        454793522        454757378        454722570        454688763        454654047        454619677        454584400        454550773        454517202        454482993        454448861        454416355        454383316        454336793   
455036228     454989435        454948498        454909482        454870544        454832189        454793530        454757394        454722596        454688557        454654054        454619685        454584434        454550799        454517210        454483009        454448879        454416363        454383324        454336462   
455036236     454989443        454948290        454909490        454870577        454831975        454793548        454757402        454722380        454688565        454654062        454619693        454584442        454550591        454517228        454483017        454448887        454416371        454383357        454335829   
455036244     454989450        454948316        454909508        454870585        454831983        454793555        454757410        454722398        454688581        454654070        454619727        454584475        454550609        454517236        454483025        454448895        454416389        454383126        454335670   
455036251     454989476        454948324        454909300        454870593        454832007        454793332        454757428        454722406        454688599        454654088        454619735        454584483        454550625        454517244        454483033        454448903        454416397        454383142        454334855   
455036269     454989260        454948340        454909318        454870619        454832023        454793357        454757246        454722422        454688607        454654112        454619743        454584285        454550633        454517251        454483041        454448911        454416413        454383159        454332800   
455036285     454989278        454948357        454909326        454870627        454832056        454793399        454757261        454722448        454688623        454654120        454619750        454584293        454550641        454517269        454482837        454448929        454416421        454383167        454332867   
455036293     454989286        454948365        454909342        454870445        454832064        454793415        454757279        454722455        454688649        454654138        454619537        454584319        454550658        454517277        454482845        454448713        454416439        454383175        454330457   
455036095     454989294        454948175        454909359        454870452        454832072        454793423        454757287        454722463        454688441        454653924        454619552        454584327        454550666        454517061        454482852        454448721        454416223        454383183        454330465   
455036103     454989310        454948191        454909367        454870460        454831868        454793449        454757295        454722273        454688458        454653932        454619560        454584335        454550682        454517079        454482860        454448739        454416231        454383191        454330218   
455036145     454989336        454948209        454909375        454870478        454831876        454793217        454757303        454722281        454688466        454653940        454619578        454584343        454550476        454517087        454482878        454448754        454416249        454383209        454329772   
455036152     454989344        454948217        454909383        454870486        454831892        454793225        454757311        454722307        454688474        454653957        454619586        454584350        454550484        454517095        454482886        454448762        454416256        454383225        454329111   
455036160     454989351        454948225        454909391        454870510        454831918        454793233        454757139        454722315        454688490        454653965        454619602        454584368        454550492        454517137        454482894        454448770        454416264        454383019        454327891   
455036178     454989369        454948233        454909219        454870528        454831934        454793241        454757147        454722323        454688508        454653981        454619610        454584376        454550500        454517145        454482910        454448788        454416272        454383035        454324351   
455035980     454989153        454948241        454909227        454870312        454831942        454793266        454757154        454722331        454688516        454653999        454619628        454584384        454550526        454517160        454482928        454448804        454416280        454383043        454323916   
455036004     454989179        454948258        454909243        454870320        454831967        454793274        454757162        454722349        454688524        454654013        454619412        454584186        454550534        454516964        454482936        454448812        454416298        454383050        454320433   
455036020     454989195        454948266        454909250        454870346        454831751        454793282        454757170        454722356        454688532        454654021        454619420        454584194        454550542        454516998        454482720        454448614        454416306        454383068        454320011   
455036038     454989203        454948050        454909276        454870361        454831769        454793324        454757188        454722158        454688540        454653817        454619438        454584210        454550559        454517004        454482738        454448622        454416322        454383076        454319831   
455036046     454989211        454948068        454909284        454870379        454831785        454793100        454757196        454722166        454688342        454653825        454619446        454584244        454550567        454517020        454482746        454448630        454416108        454383084        454318205   
455036061     454989229        454948076        454909094        454870387        454831793        454793118        454757204        454722190        454688359        454653833        454619453        454584251        454550575        454517046        454482761        454448648        454416116        454383092        454317827   
455035873     454989237        454948084        454909102        454870403        454831801        454793134        454757212        454722208        454688367        454653866        454619479        454584269        454550385        454517053        454482779        454448655        454416124        454383100        454317264   
455035899     454989245        454948092        454909128        454870411        454831835        454793142        454757022        454722224        454688375        454653874        454619503        454584277        454550393        454516824        454482787        454448663        454416132        454383118        454317124   
455035766     454989054        454948100        454909144        454870205        454831850        454793159        454757048        454722232        454688391        454653882        454619511        454584061        454550401        454516832        454482795        454448671        454416140        454382912        454316878   
455035774     454989062        454948126        454909151        454870213        454831645        454793167        454757055        454722240        454688409        454653692        454619305        454584087        454550427        454516857        454482803        454448689        454416157        454382920        454316746   
455035816     454989088        454948142        454909185        454870239        454831652        454793175        454757063        454722042        454688219        454653718        454619321        454584095        454550450        454516865        454482811        454448697        454416165        454382938        454316340   
455035824     454989104        454948159        454908971        454870247        454831660        454793191        454757071        454722059        454688235        454653742        454619339        454584103        454550468        454516881        454482829        454448705        454416173        454382946        454316084   
455035832     454989112        454948167        454908989        454870254        454831686        454793209        454757089        454722067        454688250        454653759        454619347        454584129        454550252        454516899        454482605        454448507        454416181        454382979        454315227   
455035675     454989120        454947946        454908997        454870262        454831694        454793001        454757097        454722091        454688268        454653767        454619354        454584137        454550260        454516907        454482613        454448515        454416215        454382995        454315235   
455035717     454989146        454947953        454909003        454870288        454831710        454793027        454757105        454722117        454688276        454653775        454619396        454584145        454550286        454516915        454482621        454448523        454415985        454383001        454314980   


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455035733     454988932        454947961        454909011        454870296        454831736        454793035        454757113        454722133        454688284        454653783        454619206        454584152        454550294        454516931        454482639        454448531        454415993        454382797        454314105   
455035741     454988957        454947979        454909029        454870304        454831744        454793043        454757121        454722141        454688110        454653791        454619214        454584160        454550302        454516949        454482647        454448549        454416017        454382805        454313313   
455035758     454988965        454947987        454909037        454870098        454831538        454793050        454756917        454721937        454688128        454653585        454619230        454583964        454550310        454516758        454482654        454448556        454416041        454382813        454312893   
455035543     454988973        454948001        454909052        454870106        454831553        454793068        454756925        454721945        454688136        454653593        454619248        454583980        454550328        454516766        454482688        454448564        454416058        454382821        454312547   
455035550     454989005        454948019        454909060        454870114        454831561        454793076        454756933        454721978        454688144        454653601        454619255        454583998        454550336        454516774        454482696        454448572        454416066        454382839        454311853   
455035568     454989013        454948027        454909078        454870122        454831595        454793084        454756941        454721986        454688151        454653619        454619271        454584004        454550344        454516782        454482712        454448580        454416074        454382854        454310699   
455035592     454989039        454948035        454908864        454870130        454831603        454793092        454756958        454722018        454688177        454653650        454619289        454584012        454550351        454516808        454482506        454448598        454416082        454382862        454310434   
455035600     454988833        454948043        454908872        454870148        454831629        454792888        454756966        454722026        454688193        454653676        454619099        454584020        454550138        454516816        454482514        454448382        454416090        454382870        454309717   
455035618     454988858        454947839        454908880        454870155        454831637        454792896        454756974        454722034        454688201        454653486        454619107        454584038        454550146        454516600        454482522        454448390        454415878        454382888        454307133   
455035642     454988866        454947847        454908898        454870163        454831421        454792904        454756982        454721846        454688011        454653494        454619115        454584046        454550153        454516618        454482530        454448408        454415886        454382896        454306028   
455035451     454988908        454947870        454908914        454870171        454831439        454792912        454757014        454721853        454688029        454653510        454619131        454584053        454550161        454516626        454482548        454448432        454415894        454382680        454305830   
455035485     454988916        454947896        454908922        454870189        454831447        454792920        454756800        454721861        454688037        454653528        454619156        454583873        454550179        454516634        454482555        454448457        454415902        454382698        454305103   
455035493     454988924        454947904        454908930        454870197        454831488        454792938        454756826        454721879        454688045        454653536        454619164        454583881        454550187        454516642        454482563        454448465        454415910        454382706        454304247   
455035519     454988726        454947912        454908948        454869991        454831496        454792946        454756834        454721887        454688052        454653544        454619180        454583899        454550195        454516659        454482571        454448473        454415928        454382714        454303272   
455035337     454988734        454947920        454908955        454870015        454831512        454792953        454756842        454721895        454688060        454653551        454618984        454583907        454550211        454516667        454482589        454448267        454415944        454382722        454300435   
455035402     454988767        454947938        454908963        454870023        454831520        454792961        454756859        454721903        454688078        454653569        454618992        454583923        454550237        454516675        454482597        454448275        454415951        454382730        454299058   
455035410     454988775        454947722        454908757        454870049        454831314        454792987        454756867        454721739        454688094        454653577        454619008        454583931        454550013        454516683        454482407        454448283        454415969        454382748        454297854   
455035220     454988783        454947763        454908765        454870056        454831322        454792771        454756875        454721747        454688102        454653361        454619016        454583949        454550021        454516691        454482415        454448309        454415977        454382755        454297623   
455035253     454988791        454947805        454908799        454870064        454831330        454792797        454756883        454721754        454687906        454653387        454619024        454583956        454550054        454516493        454482423        454448317        454415761        454382763        454296757   
455035279     454988809        454947607        454908807        454869876        454831355        454792813        454756891        454721762        454687914        454653411        454619032        454583766        454550062        454516501        454482431        454448333        454415779        454382789        454296369   
455035287     454988817        454947615        454908815        454869884        454831363        454792821        454756909        454721770        454687922        454653429        454619040        454583774        454550070        454516519        454482449        454448341        454415787        454382565        454295460   
455035303     454988601        454947631        454908823        454869892        454831371        454792839        454756693        454721788        454687955        454653437        454619057        454583782        454550088        454516527        454482456        454448358        454415795        454382573        454294901   
455035113     454988619        454947649        454908831        454869900        454831389        454792847        454756701        454721796        454687963        454653452        454619073        454583790        454550096        454516550        454482464        454448135        454415803        454382581        454293523   
455035139     454988635        454947680        454908849        454869918        454831397        454792854        454756719        454721804        454687971        454653460        454618893        454583808        454550112        454516584        454482472        454448143        454415811        454382599        454292137   
455035154     454988643        454947706        454908856        454869926        454831207        454792870        454756727        454721812        454687997        454653254        454618901        454583816        454550120        454516592        454482480        454448150        454415829        454382607        454289380   
455035162     454988650        454947490        454908625        454869934        454831215        454792664        454756735        454721820        454688003        454653262        454618935        454583832        454549908        454516402        454482498        454448168        454415837        454382623        454289224   
455034991     454988668        454947516        454908641        454869942        454831231        454792672        454756743        454721622        454687799        454653288        454618968        454583840        454549916        454516428        454482274        454448176        454415845        454382631        454287459   
455035006     454988692        454947532        454908658        454869959        454831249        454792680        454756784        454721630        454687807        454653296        454618752        454583634        454549924        454516436        454482290        454448184        454415852        454382656        454287269   
455035030     454988494        454947557        454908666        454869967        454831256        454792698        454756792        454721648        454687815        454653304        454618760        454583642        454549932        454516444        454482308        454448192        454415860        454382664        454287319   
455035089     454988502        454947565        454908674        454869769        454831272        454792714        454756594        454721655        454687823        454653312        454618786        454583659        454549957        454516451        454482316        454448200        454415654        454382672        454284944   
455035097     454988544        454947599        454908682        454869785        454831280        454792722        454756602        454721663        454687831        454653320        454618802        454583683        454549965        454516469        454482332        454448218        454415662        454382458        454284795   
455034884     454988569        454947433        454908690        454869801        454831298        454792755        454756610        454721671        454687849        454653338        454618810        454583691        454549981        454516485        454482340        454448234        454415670        454382474        454282328   
455034900     454988577        454947474        454908708        454869819        454831306        454792763        454756628        454721689        454687856        454653346        454618828        454583709        454549999        454516287        454482357        454448028        454415688        454382482        454281676   
455034934     454988585        454947193        454908724        454869835        454831090        454792557        454756636        454721713        454687864        454653353        454618836        454583527        454550005        454516303        454482365        454448036        454415704        454382490        454279704   
455034942     454988403        454947201        454908732        454869843        454831116        454792565        454756644        454721721        454687872        454653148        454618844        454583543        454549791        454516345        454482373        454448069        454415712        454382516        454279779   
455034801     454988429        454947219        454908518        454869850        454831124        454792581        454756669        454721515        454687880        454653155        454618646        454583550        454549817        454516352        454482381        454448085        454415720        454382524        454278714   
455034827     454988437        454947227        454908526        454869868        454831132        454792599        454756677        454721523        454687898        454653163        454618653        454583568        454549825        454516360        454482399        454448101        454415738        454382532        454277773   
455034843     454988445        454947243        454908534        454869686        454831140        454792607        454756495        454721549        454687690        454653197        454618661        454583576        454549841        454516378        454482183        454448119        454415746        454382557        454277799   
455034868     454988452        454947078        454908559        454869694        454831165        454792615        454756503        454721556        454687708        454653205        454618679        454583584        454549874        454516386        454482191        454447913        454415753        454382326        454277427   
455034876     454988486        454947086        454908575        454869710        454831173        454792623        454756511        454721564        454687716        454653213        454618695        454583592        454549882        454516170        454482209        454447921        454415548        454382334        454277435   
455034660     454988270        454947094        454908583        454869736        454831181        454792631        454756529        454721572        454687724        454653221        454618703        454583600        454549684        454516188        454482217        454447939        454415555        454382359        454275793   
455034686     454988288        454947102        454908591        454869744        454831199        454792466        454756537        454721580        454687732        454653247        454618729        454583618        454549692        454516204        454482225        454447947        454415563        454382375        454275660   
455034702     454988304        454947110        454908609        454869751        454830985        454792474        454756545        454721598        454687740        454653031        454618737        454583410        454549700        454516212        454482233        454447962        454415571        454382383        454274846   
455034751     454988320        454947128        454908617        454869538        454830993        454792524        454756552        454721606        454687757        454653049        454618539        454583428        454549718        454516220        454482258        454448002        454415605        454382409        454274366   
455034769     454988346        454947136        454908401        454869553        454831009        454792532        454756560        454721614        454687781        454653064        454618570        454583436        454549734        454516238        454482068        454448010        454415621        454382417        454273897   
455034579     454988353        454947144        454908419        454869561        454831017        454792540        454756578        454721408        454687575        454653080        454618588        454583444        454549767        454516261        454482076        454447806        454415639        454382425        454273566   
455034595     454988361        454947151        454908427        454869579        454831041        454792334        454756586        454721416        454687609        454653098        454618604        454583451        454549783        454516279        454482084        454447814        454415647        454382433        454273517   
455034603     454988379        454947169        454908435        454869595        454831058        454792359        454756396        454721424        454687617        454653106        454618638        454583469        454549585        454516071        454482092        454447822        454415449        454382441        454269754   
455034611     454988163        454947177        454908450        454869611        454831074        454792367        454756404        454721432        454687625        454653114        454618422        454583477        454549593        454516113        454482100        454447830        454415456        454382219        454267774   
455034629     454988171        454946963        454908468        454869629        454831082        454792375        454756412        454721440        454687633        454653122        454618430        454583485        454549627        454516121        454482134        454447871        454415464        454382227        454266701   
455034637     454988189        454946997        454908476        454869637        454830878        454792409        454756420        454721457        454687641        454653130        454618448        454583493        454549643        454516147        454482159        454447889        454415480        454382235        454264821   
455034645     454988197        454947003        454908484        454869645        454830886        454792417        454756438        454721473        454687658        454652934        454618455        454583501        454549668        454516162        454482167        454447905        454415498        454382243        454264169   
455034447     454988213        454947011        454908492        454869421        454830894        454792219        454756446        454721481        454687666        454652942        454618463        454583519        454549676        454515974        454481953        454447699        454415506        454382250        454262098   
455034454     454988221        454947029        454908500        454869439        454830902        454792227        454756461        454721507        454687674        454652959        454618471        454583303        454549478        454515982        454481961        454447707        454415514        454382268        454261090   
455034462     454988239        454947052        454908302        454869454        454830910        454792235        454756289        454721291        454687476        454652975        454618489        454583311        454549486        454515990        454481979        454447715        454415522        454382276        454260837   
455034470     454988262        454947060        454908310        454869470        454830936        454792243        454756313        454721309        454687484        454652983        454618497        454583329        454549494        454516006        454481987        454447731        454415530        454382284        454260472   
455034520     454988056        454946856        454908328        454869488        454830944        454792250        454756321        454721325        454687492        454652991        454618505        454583337        454549502        454516030        454481995        454447749        454415324        454382102        454260407   
455034355     454988064        454946864        454908336        454869496        454830951        454792276        454756339        454721341        454687500        454653007        454618513        454583345        454549510        454516048        454482001        454447764        454415332        454382110        454260126   
455034371     454988072        454946872        454908344        454869512        454830969        454792284        454756347        454721374        454687518        454653015        454618521        454583360        454549528        454516063        454482019        454447798        454415340        454382128        454259433   
455034397     454988098        454946880        454908351        454869314        454830761        454792292        454756354        454721382        454687526        454653023        454618315        454583378        454549536        454515867        454482027        454447574        454415357        454382136        454259466   
455034405     454988130        454946898        454908369        454869322        454830779        454792300        454756388        454721390        454687534        454652835        454618323        454583386        454549544        454515875        454482035        454447616        454415373        454382144        454258179   
455034421     454988155        454946906        454908377        454869330        454830787        454792094        454756172        454721184        454687542        454652850        454618331        454583402        454549551        454515883        454482043        454447624        454415399        454382177        454257940   
455034439     454987942        454946914        454908385        454869355        454830795        454792110        454756180        454721192        454687559        454652868        454618364        454583196        454549577        454515909        454482050        454447632        454415407        454382185        454256900   
455034231     454987967        454946922        454908393        454869371        454830803        454792136        454756198        454721218        454687567        454652876        454618372        454583204        454549361        454515917        454481847        454447640        454415415        454382193        454256165   
455034272     454987975        454946930        454908187        454869389        454830811        454792169        454756206        454721226        454687351        454652884        454618380        454583212        454549379        454515933        454481854        454447665        454415423        454381989        454254913   
455034306     454987983        454946948        454908211        454869397        454830837        454792185        454756230        454721234        454687385        454652892        454618398        454583220        454549387        454515941        454481862        454447673        454415209        454381997        454254491   
455034314     454987991        454946955        454908229        454869405        454830845        454792193        454756248        454721242        454687393        454652900        454618414        454583238        454549403        454515966        454481870        454447681        454415241        454382003        454252966   
455034322     454988015        454946740        454908237        454869413        454830852        454792201        454756255        454721259        454687419        454652918        454618208        454583246        454549411        454515750        454481920        454447467        454415258        454382011        454252354   
455034116     454988049        454946757        454908245        454869207        454830662        454792011        454756263        454721267        454687435        454652926        454618216        454583253        454549429        454515768        454481938        454447475        454415266        454382037        454252297   
455034124     454987835        454946765        454908252        454869215        454830670        454792078        454756271        454721275        454687443        454652736        454618224        454583261        454549437        454515784        454481946        454447483        454415290        454382045        454252099   
455034140     454987850        454946781        454908260        454869223        454830688        454791872        454756131        454721283        454687450        454652751        454618240        454583279        454549445        454515792        454481748        454447491        454415308        454382052        454251125   
455034165     454987868        454946799        454908278        454869256        454830696        454791880        454756149        454721077        454687245        454652785        454618265        454583287        454549452        454515818        454481755        454447517        454415316        454382060        454251042   
455034181     454987884        454946807        454908286        454869280        454830704        454791906        454755984        454721085        454687260        454652793        454618273        454583097        454549460        454515826        454481763        454447525        454415084        454382078        454250705   


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455034199     454987900        454946815        454908070        454869298        454830712        454791914        454756008        454721093        454687278        454652801        454618281        454583105        454549247        454515834        454481771        454447533        454415092        454382086        454250531   
455034207     454987926        454946823        454908088        454869306        454830720        454791922        454756016        454721101        454687294        454652827        454618299        454583113        454549262        454515842        454481789        454447541        454415100        454381872        454249814   
455034215     454987744        454946633        454908096        454869116        454830738        454791930        454756024        454721119        454687302        454652629        454618307        454583121        454549270        454515859        454481797        454447558        454415118        454381906        454248063   
455034025     454987769        454946641        454908104        454869132        454830746        454791955        454756032        454721127        454687310        454652637        454618109        454583139        454549288        454515644        454481813        454447566        454415126        454381922        454247503   
455034066     454987777        454946658        454908112        454869165        454830548        454791963        454756057        454721135        454687328        454652645        454618117        454583147        454549296        454515669        454481821        454447350        454415134        454381930        454247453   
455034074     454987793        454946690        454908120        454869181        454830555        454791971        454755851        454721143        454687138        454652652        454618125        454583154        454549312        454515677        454481631        454447384        454415142        454381971        454247198   
455034082     454987801        454946708        454908138        454869199        454830563        454791765        454755869        454721150        454687146        454652660        454618133        454583162        454549320        454515685        454481649        454447392        454415159        454381757        454246117   
455034090     454987819        454946716        454908146        454868985        454830571        454791773        454755877        454721168        454687153        454652694        454618141        454583170        454549338        454515693        454481656        454447400        454415167        454381765        454244732   
455033894     454987603        454946724        454908153        454868993        454830589        454791781        454755885        454720970        454687161        454652702        454618158        454583188        454549346        454515701        454481664        454447418        454415175        454381773        454244013   
455033902     454987611        454946732        454908179        454869017        454830605        454791799        454755893        454720988        454687187        454652710        454618166        454582974        454549130        454515719        454481672        454447426        454415183        454381807        454243767   
455033910     454987629        454946534        454907965        454869025        454830613        454791807        454755919        454720996        454687203        454652728        454618174        454582990        454549148        454515727        454481680        454447442        454414970        454381823        454242900   
455033951     454987637        454946542        454907973        454869033        454830639        454791815        454755943        454721010        454687211        454652504        454618182        454583006        454549155        454515735        454481714        454447459        454414988        454381831        454242561   
455033969     454987652        454946575        454907981        454869041        454830647        454791823        454755737        454721028        454687237        454652512        454618190        454583014        454549163        454515743        454481722        454447244        454414996        454381849        454242009   
455033977     454987660        454946583        454907999        454869066        454830456        454791831        454755745        454721036        454687021        454652520        454617986        454583022        454549171        454515552        454481730        454447269        454415001        454381856        454241571   
455033787     454987694        454946591        454908005        454869074        454830464        454791849        454755752        454721044        454687039        454652546        454617994        454583048        454549189        454515578        454481524        454447285        454415019        454381641        454241365   
455033811     454987496        454946609        454908013        454868878        454830472        454791856        454755794        454721051        454687047        454652553        454618000        454583063        454549197        454515586        454481532        454447293        454415035        454381658        454240524   
455033829     454987512        454946625        454908021        454868886        454830480        454791864        454755802        454721069        454687054        454652579        454618034        454583071        454549205        454515602        454481540        454447301        454415076        454381690        454239385   
455033837     454987546        454946419        454908039        454868894        454830498        454791658        454755828        454720855        454687070        454652587        454618042        454582875        454549213        454515610        454481557        454447319        454414863        454381708        454238742   
455033886     454987553        454946427        454908047        454868902        454830514        454791666        454755844        454720863        454687096        454652603        454618083        454582883        454549221        454515628        454481565        454447327        454414889        454381716        454236316   
455033688     454987561        454946435        454908062        454868910        454830522        454791674        454755620        454720871        454687104        454652611        454617887        454582891        454549023        454515636        454481573        454447335        454414905        454381724        454236183   
455033712     454987579        454946450        454907858        454868928        454830324        454791682        454755638        454720889        454687112        454652397        454617903        454582909        454549049        454515438        454481581        454447343        454414913        454381732        454234634   
455033720     454987595        454946468        454907866        454868936        454830332        454791690        454755646        454720897        454686916        454652421        454617911        454582917        454549056        454515453        454481599        454447137        454414921        454381740        454233099   
455033753     454987389        454946476        454907874        454868969        454830340        454791708        454755653        454720905        454686924        454652439        454617937        454582925        454549064        454515461        454481607        454447152        454414947        454381542        454232711   
455033779     454987397        454946484        454907882        454868779        454830357        454791716        454755661        454720913        454686932        454652447        454617945        454582933        454549072        454515479        454481615        454447160        454414954        454381559        454231622   
455033571     454987405        454946492        454907890        454868811        454830381        454791724        454755679        454720921        454686957        454652454        454617960        454582941        454549080        454515487        454481623        454447178        454414764        454381567        454230848   
455033589     454987413        454946500        454907908        454868829        454830399        454791732        454755687        454720939        454686965        454652462        454617978        454582958        454549098        454515503        454481417        454447186        454414772        454381575        454230210   
455033597     454987421        454946518        454907916        454868852        454830407        454791740        454755695        454720947        454686973        454652470        454617762        454582966        454549106        454515511        454481425        454447194        454414798        454381583        454228495   
455033605     454987488        454946302        454907924        454868860        454830415        454791757        454755703        454720749        454686981        454652488        454617770        454582750        454549122        454515529        454481433        454447202        454414806        454381609        454227166   
455033621     454987298        454946310        454907932        454868654        454830423        454791542        454755711        454720756        454686999        454652496        454617796        454582768        454548918        454515313        454481441        454447210        454414814        454381617        454226853   
455033639     454987306        454946328        454907940        454868670        454830217        454791559        454755729        454720764        454687005        454652298        454617804        454582776        454548926        454515339        454481458        454447228        454414822        454381625        454226523   
455033662     454987330        454946336        454907957        454868688        454830225        454791567        454755513        454720772        454686817        454652306        454617812        454582784        454548934        454515347        454481466        454447020        454414830        454381427        454225418   
455033472     454987363        454946344        454907742        454868696        454830233        454791575        454755521        454720780        454686825        454652330        454617820        454582792        454548942        454515354        454481474        454447038        454414855        454381435        454225152   
455033480     454987173        454946351        454907759        454868704        454830241        454791583        454755539        454720806        454686833        454652348        454617838        454582800        454548959        454515362        454481482        454447046        454414640        454381468        454224692   
455033498     454987207        454946369        454907767        454868712        454830258        454791591        454755547        454720814        454686841        454652355        454617846        454582818        454548967        454515370        454481490        454447053        454414673        454381476        454220351   
455033522     454987215        454946393        454907775        454868738        454830266        454791609        454755554        454720848        454686858        454652363        454617853        454582826        454548983        454515388        454481508        454447061        454414681        454381484        454219502   
455033555     454987223        454946401        454907791        454868548        454830274        454791617        454755562        454720632        454686866        454652371        454617861        454582842        454549007        454515396        454481516        454447079        454414699        454381492        454218975   
455033340     454987231        454946195        454907809        454868555        454830282        454791625        454755570        454720640        454686882        454652389        454617655        454582669        454548819        454515420        454481300        454447087        454414707        454381500        454218744   
455033357     454987249        454946211        454907817        454868563        454830290        454791633        454755588        454720657        454686684        454652173        454617663        454582677        454548827        454515206        454481318        454447095        454414715        454381518        454217498   
455033407     454987256        454946237        454907825        454868571        454830308        454791641        454755596        454720681        454686700        454652181        454617689        454582685        454548843        454515214        454481326        454447103        454414723        454381526        454216276   
455033415     454987264        454946245        454907833        454868589        454830316        454791443        454755612        454720699        454686726        454652199        454617697        454582693        454548868        454515230        454481334        454447129        454414731        454381328        454215633   
455033423     454987082        454946252        454907841        454868597        454830092        454791450        454755406        454720707        454686734        454652223        454617721        454582701        454548876        454515248        454481342        454446915        454414749        454381336        454214891   
455033431     454987108        454946260        454907635        454868605        454830100        454791468        454755414        454720715        454686742        454652249        454617747        454582727        454548900        454515263        454481359        454446923        454414533        454381344        454212176   
455033449     454987116        454946278        454907650        454868613        454830134        454791476        454755422        454720723        454686759        454652264        454617754        454582735        454548702        454515271        454481367        454446931        454414541        454381351        454211764   
455033241     454987124        454946286        454907668        454868621        454830167        454791484        454755430        454720731        454686767        454652272        454617549        454582743        454548710        454515289        454481375        454446949        454414558        454381369        454210253   
455033266     454987157        454946294        454907676        454868647        454830191        454791492        454755448        454720517        454686775        454652058        454617564        454582537        454548728        454515305        454481383        454446956        454414574        454381377        454210279   
455033274     454986944        454946088        454907684        454868423        454830209        454791500        454755455        454720533        454686783        454652066        454617572        454582552        454548736        454515099        454481391        454446964        454414582        454381385        454210311   
455033324     454986951        454946112        454907692        454868456        454829995        454791518        454755463        454720558        454686791        454652074        454617580        454582560        454548744        454515115        454481409        454446972        454414590        454381393        454208968   
455033126     454986977        454946120        454907718        454868514        454830019        454791526        454755471        454720566        454686569        454652090        454617598        454582578        454548751        454515123        454481193        454446998        454414608        454381419        454207200   
455033167     454986985        454946146        454907726        454868530        454830027        454791534        454755489        454720574        454686577        454652108        454617614        454582586        454548769        454515131        454481201        454447012        454414616        454381195        454206020   
455033191     454986993        454946153        454907544        454868324        454830035        454791328        454755497        454720590        454686593        454652116        454617622        454582594        454548777        454515149        454481219        454446790        454414624        454381203        454204827   
455033217     454987009        454946179        454907551        454868332        454830068        454791336        454755505        454720608        454686619        454652124        454617648        454582602        454548785        454515156        454481227        454446816        454414632        454381211        454202169   
455033027     454987017        454945973        454907577        454868340        454830076        454791344        454755299        454720624        454686627        454652132        454617424        454582636        454548801        454515172        454481235        454446824        454414426        454381229        454201575   
455033035     454987025        454945981        454907585        454868365        454829870        454791351        454755307        454720418        454686635        454652157        454617432        454582420        454548595        454515180        454481243        454446840        454414434        454381245        454200304   
455033050     454987041        454946005        454907593        454868373        454829888        454791369        454755315        454720426        454686643        454651944        454617440        454582446        454548603        454515198        454481250        454446865        454414459        454381252        454199993   
455033068     454986852        454946013        454907601        454868381        454829896        454791377        454755323        454720434        454686650        454651951        454617457        454582453        454548611        454514985        454481268        454446899        454414467        454381260        454198227   
455033084     454986860        454946021        454907619        454868399        454829904        454791385        454755331        454720442        454686668        454651969        454617465        454582461        454548629        454514993        454481276        454446907        454414475        454381294        454198136   
455033092     454986878        454946039        454907627        454868407        454829920        454791393        454755349        454720459        454686452        454651977        454617473        454582479        454548637        454515008        454481284        454446691        454414483        454381302        454193517   
455033100     454986886        454946047        454907445        454868217        454829938        454791401        454755356        454720467        454686460        454651985        454617481        454582487        454548645        454515024        454481292        454446709        454414491        454381088        454192279   
455033118     454986910        454946054        454907460        454868225        454829946        454791419        454755364        454720475        454686478        454651993        454617499        454582511        454548652        454515057        454481094        454446733        454414509        454381096        454188905   
455032920     454986928        454946062        454907494        454868233        454829953        454791427        454755372        454720483        454686494        454652009        454617515        454582529        454548660        454515065        454481102        454446741        454414525        454381104        454188624   
455032938     454986936        454946070        454907502        454868258        454829961        454791211        454755380        454720491        454686502        454652025        454617325        454582297        454548678        454515073        454481110        454446758        454414319        454381138        454187998   
455032946     454986720        454945866        454907338        454868274        454829979        454791237        454755398        454720509        454686528        454652033        454617333        454582321        454548686        454515081        454481128        454446774        454414327        454381146        454186917   
455032979     454986738        454945874        454907346        454868290        454829763        454791245        454755174        454720301        454686536        454651837        454617366        454582347        454548694        454514886        454481136        454446782        454414335        454381161        454186594   
455032995     454986753        454945882        454907387        454868308        454829789        454791260        454755182        454720319        454686544        454651845        454617374        454582354        454548488        454514894        454481144        454446576        454414343        454381179        454186164   
455032797     454986761        454945890        454907395        454868092        454829805        454791278        454755216        454720327        454686551        454651852        454617390        454582362        454548496        454514910        454481151        454446584        454414350        454381187        454183476   
455032813     454986779        454945940        454907403        454868100        454829813        454791286        454755232        454720335        454686361        454651860        454617218        454582370        454548504        454514936        454481169        454446592        454414368        454380973        454182429   
455032847     454986787        454945957        454907189        454868134        454829821        454791294        454755240        454720343        454686379        454651878        454617234        454582388        454548520        454514944        454481177        454446600        454414376        454380981        454181215   
455032870     454986829        454945965        454907197        454868159        454829839        454791302        454755257        454720350        454686403        454651886        454617242        454582396        454548538        454514951        454481185        454446618        454414384        454380999        454180704   
455032888     454986613        454945759        454907205        454868167        454829847        454791310        454755265        454720368        454686411        454651894        454617259        454582180        454548546        454514969        454480989        454446634        454414392        454381013        454180241   
455032896     454986621        454945791        454907213        454868191        454829854        454791104        454755273        454720376        454686429        454651902        454617275        454582198        454548561        454514977        454480997        454446642        454414400        454381047        454180316   
455032698     454986654        454945825        454907221        454867987        454829862        454791112        454755281        454720392        454686437        454651910        454617291        454582206        454548579        454514761        454481003        454446659        454414418        454381054        454179284   
455032706     454986662        454945833        454907247        454868001        454829656        454791120        454755083        454720400        454686445        454651928        454617085        454582222        454548587        454514787        454481029        454446667        454414202        454381062        454178930   
455032722     454986670        454945841        454907262        454868027        454829664        454791146        454755091        454720194        454686247        454651720        454617093        454582230        454548371        454514795        454481037        454446675        454414228        454381070        454176249   


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455032730     454986688        454945643        454907288        454868035        454829672        454791153        454755109        454720202        454686254        454651746        454617119        454582255        454548389        454514803        454481052        454446469        454414236        454380866        454176173   
455032748     454986712        454945650        454907072        454868043        454829680        454791179        454755117        454720210        454686270        454651761        454617127        454582263        454548397        454514811        454481060        454446485        454414244        454380874        454175613   
455032763     454986548        454945668        454907080        454868050        454829698        454791187        454755125        454720228        454686288        454651779        454617143        454582271        454548405        454514829        454481078        454446501        454414251        454380882        454175050   
455032771     454986555        454945676        454907098        454868076        454829706        454791195        454755133        454720236        454686296        454651787        454617150        454582289        454548421        454514837        454480872        454446519        454414269        454380890        454175076   
455032573     454986571        454945684        454907106        454867888        454829714        454791203        454755141        454720251        454686304        454651795        454617168        454582099        454548439        454514845        454480880        454446527        454414277        454380908        454174863   
455032599     454986597        454945692        454907114        454867896        454829730        454791005        454754961        454720269        454686312        454651803        454617176        454582123        454548447        454514852        454480898        454446543        454414285        454380916        454174152   
455032607     454986605        454945718        454907122        454867912        454829540        454791013        454754987        454720277        454686320        454651811        454616988        454582131        454548454        454514860        454480906        454446550        454414301        454380924        454172784   
455032615     454986381        454945726        454907130        454867938        454829565        454791021        454754995        454720285        454686338        454651829        454616996        454582149        454548462        454514654        454480914        454446352        454414087        454380932        454171794   
455032664     454986399        454945742        454907155        454867961        454829573        454791047        454755000        454720293        454686155        454651613        454617002        454582156        454548272        454514662        454480922        454446360        454414095        454380940        454170762   
455032672     454986415        454945536        454907163        454867979        454829581        454791062        454755026        454720103        454686163        454651621        454617028        454582164        454548280        454514688        454480948        454446378        454414103        454380957        454169533   
455032466     454986423        454945544        454906967        454867763        454829599        454791070        454755034        454720111        454686171        454651639        454617036        454582172        454548298        454514696        454480955        454446386        454414111        454380965        454169004   
455032474     454986449        454945551        454906991        454867771        454829607        454791088        454755042        454720129        454686197        454651654        454617044        454581943        454548306        454514704        454480963        454446394        454414129        454380775        454169012   
455032490     454986456        454945577        454907031        454867789        454829615        454791096        454755059        454720137        454686205        454651670        454617051        454581950        454548314        454514712        454480971        454446402        454414145        454380783        454167479   
455032508     454986498        454945585        454907049        454867797        454829623        454790882        454755067        454720145        454686239        454651688        454617069        454581992        454548322        454514720        454480765        454446410        454414160        454380809        454167289   
455032524     454986282        454945601        454907056        454867805        454829631        454790908        454754862        454720152        454686023        454651704        454616863        454582008        454548330        454514738        454480781        454446428        454414178        454380817        454166513   
455032532     454986290        454945619        454907064        454867813        454829433        454790916        454754870        454720160        454686031        454651506        454616871        454582016        454548348        454514746        454480799        454446436        454414186        454380825        454166539   
455032557     454986316        454945627        454906850        454867821        454829441        454790924        454754888        454720178        454686056        454651514        454616889        454582024        454548355        454514753        454480807        454446444        454414194        454380858        454164369   
455032359     454986340        454945635        454906868        454867847        454829458        454790940        454754896        454719980        454686064        454651522        454616897        454582040        454548173        454514555        454480815        454446246        454413972        454380643        454163676   
455032367     454986365        454945429        454906876        454867854        454829466        454790965        454754904        454719998        454686098        454651530        454616905        454582057        454548181        454514563        454480823        454446253        454413980        454380650        454163569   
455032383     454986159        454945437        454906884        454867862        454829482        454790973        454754912        454720004        454686106        454651548        454616913        454581851        454548199        454514571        454480831        454446261        454413998        454380684        454162942   
455032441     454986167        454945445        454906892        454867664        454829508        454790981        454754938        454720012        454686114        454651555        454616921        454581869        454548207        454514589        454480849        454446279        454414004        454380692        454162439   
455032243     454986175        454945494        454906900        454867722        454829516        454790767        454754946        454720020        454686122        454651571        454616939        454581877        454548215        454514597        454480658        454446287        454414012        454380700        454161977   
455032250     454986183        454945510        454906918        454867730        454829524        454790775        454754953        454720038        454685900        454651605        454616947        454581901        454548223        454514605        454480666        454446295        454414038        454380718        454160763   
455032292     454986225        454945320        454906926        454867540        454829318        454790791        454754748        454720053        454685926        454651399        454616954        454581919        454548231        454514613        454480674        454446303        454414046        454380726        454160482   
455032300     454986241        454945346        454906934        454867557        454829326        454790825        454754755        454720061        454685934        454651407        454616756        454581935        454548256        454514621        454480690        454446311        454414053        454380742        454158395   
455032318     454986043        454945361        454906959        454867565        454829334        454790833        454754763        454720079        454685959        454651415        454616764        454581711        454548058        454514639        454480708        454446329        454414061        454380551        454158072   
455032326     454986068        454945387        454906751        454867573        454829342        454790858        454754789        454719873        454685967        454651449        454616772        454581737        454548066        454514431        454480724        454446337        454414079        454380569        454155961   
455032334     454986092        454945411        454906785        454867599        454829359        454790866        454754797        454719881        454685991        454651456        454616780        454581745        454548074        454514449        454480732        454446345        454413865        454380577        454154600   
455032136     454986118        454945213        454906801        454867607        454829375        454790650        454754805        454719899        454686007        454651464        454616798        454581752        454548090        454514456        454480740        454446139        454413873        454380585        454153610   
455032169     454986126        454945254        454906819        454867615        454829409        454790668        454754813        454719907        454686015        454651472        454616806        454581778        454548108        454514472        454480757        454446147        454413881        454380593        454153321   
455032177     454986142        454945262        454906835        454867623        454829417        454790684        454754821        454719915        454685793        454651480        454616822        454581786        454548116        454514480        454480534        454446154        454413899        454380601        454153156   
455032185     454985938        454945270        454906843        454867631        454829425        454790692        454754839        454719923        454685801        454651498        454616830        454581794        454548124        454514498        454480542        454446162        454413907        454380627        454152406   
455032201     454985946        454945296        454906652        454867425        454829201        454790700        454754847        454719931        454685819        454651308        454616848        454581802        454548132        454514506        454480559        454446170        454413915        454380429        454151481   
455032045     454985953        454945304        454906678        454867433        454829227        454790726        454754631        454719949        454685827        454651316        454616855        454581810        454548140        454514514        454480583        454446188        454413923        454380437        454151333   
455032052     454985961        454945098        454906686        454867441        454829243        454790742        454754649        454719964        454685835        454651324        454616640        454581828        454547944        454514522        454480591        454446196        454413931        454380445        454151168   
455032060     454985987        454945106        454906702        454867474        454829250        454790544        454754656        454719972        454685850        454651340        454616657        454581604        454547951        454514324        454480609        454446204        454413949        454380452        454150673   
455032094     454985995        454945114        454906710        454867482        454829268        454790569        454754664        454719766        454685868        454651365        454616665        454581612        454548025        454514332        454480617        454446212        454413956        454380460        454149865   
455032102     454986001        454945122        454906728        454867490        454829276        454790577        454754672        454719774        454685876        454651175        454616673        454581620        454548041        454514340        454480625        454446220        454413964        454380478        454149899   
455032128     454985813        454945130        454906520        454867508        454829284        454790585        454754680        454719782        454685892        454651183        454616699        454581638        454547837        454514357        454480633        454446022        454413741        454380494        454149378   
455031914     454985847        454945155        454906538        454867516        454829094        454790601        454754698        454719790        454685694        454651209        454616707        454581646        454547852        454514373        454480641        454446048        454413758        454380502        454149261   
455031930     454985854        454945197        454906553        454867524        454829136        454790619        454754706        454719808        454685702        454651217        454616723        454581653        454547860        454514381        454480427        454446071        454413766        454380510        454148347   
455031955     454985888        454944984        454906561        454867318        454829144        454790627        454754714        454719816        454685728        454651225        454616731        454581661        454547878        454514399        454480435        454446089        454413774        454380528        454147919   
455031963     454985896        454944992        454906579        454867326        454829151        454790437        454754730        454719840        454685736        454651241        454616541        454581695        454547886        454514407        454480443        454446097        454413782        454380312        454147554   
455031971     454985920        454945007        454906587        454867334        454829169        454790445        454754516        454719857        454685744        454651258        454616558        454581703        454547894        454514415        454480450        454446105        454413790        454380320        454146010   
455032011     454985706        454945023        454906595        454867342        454829193        454790460        454754524        454719865        454685751        454651266        454616566        454581505        454547910        454514423        454480468        454446113        454413816        454380346        454145806   
455031807     454985714        454945031        454906603        454867359        454828997        454790486        454754565        454719659        454685777        454651274        454616590        454581521        454547928        454514225        454480476        454446121        454413857        454380353        454144619   
455031815     454985730        454945049        454906611        454867367        454829003        454790502        454754573        454719667        454685785        454651050        454616608        454581539        454547936        454514233        454480492        454445909        454413634        454380361        454144643   
455031823     454985748        454945064        454906413        454867375        454829029        454790510        454754581        454719675        454685561        454651068        454616616        454581554        454547738        454514258        454480500        454445917        454413642        454380379        454144593   
455031831     454985771        454944885        454906421        454867391        454829037        454790528        454754599        454719683        454685595        454651076        454616624        454581562        454547746        454514266        454480526        454445925        454413659        454380387        454143850   
455031856     454985789        454944893        454906439        454867409        454829052        454790536        454754607        454719691        454685603        454651084        454616434        454581570        454547753        454514274        454480328        454445933        454413667        454380395        454143249   
455031898     454985805        454944901        454906447        454867417        454829060        454790320        454754615        454719709        454685611        454651092        454616442        454581588        454547761        454514316        454480336        454445941        454413675        454380403        454142480   
455031906     454985581        454944919        454906454        454867201        454829078        454790338        454754391        454719717        454685629        454651100        454616459        454581364        454547787        454514126        454480344        454445958        454413691        454380411        454138868   
455031690     454985607        454944927        454906462        454867219        454829086        454790346        454754409        454719725        454685637        454651118        454616467        454581372        454547803        454514134        454480351        454445982        454413709        454380189        454138272   
455031724     454985623        454944943        454906496        454867235        454828864        454790353        454754425        454719733        454685645        454651142        454616475        454581398        454547811        454514142        454480369        454445990        454413717        454380197        454137977   
455031757     454985664        454944950        454906504        454867243        454828872        454790361        454754433        454719741        454685652        454651159        454616491        454581414        454547829        454514159        454480385        454446006        454413725        454380205        454137373   
455031765     454985680        454944976        454906512        454867250        454828880        454790379        454754441        454719758        454685660        454651167        454616509        454581422        454547613        454514167        454480393        454445792        454413733        454380221        454133372   
455031773     454985698        454944752        454906298        454867268        454828898        454790387        454754458        454719543        454685447        454650953        454616517        454581448        454547621        454514183        454480419        454445818        454413527        454380254        454132911   
455031799     454985474        454944760        454906355        454867276        454828906        454790395        454754466        454719550        454685454        454650961        454616525        454581455        454547654        454514191        454480211        454445842        454413535        454380262        454132184   
455031591     454985482        454944794        454906389        454867110        454828930        454790403        454754474        454719568        454685462        454651001        454616319        454581240        454547662        454514209        454480229        454445859        454413543        454380270        454130618   
455031609     454985490        454944828        454906181        454867144        454828948        454790429        454754482        454719576        454685470        454651019        454616327        454581257        454547688        454514217        454480237        454445867        454413550        454380288        454130493   
455031617     454985524        454944844        454906199        454867169        454828765        454790205        454754490        454719584        454685488        454651027        454616335        454581273        454547696        454514001        454480245        454445875        454413568        454380296        454128703   
455031625     454985532        454944869        454906207        454866997        454828781        454790239        454754292        454719592        454685496        454651035        454616343        454581299        454547704        454514019        454480260        454445883        454413584        454380304        454128505   
455031633     454985540        454944661        454906215        454867003        454828823        454790254        454754300        454719600        454685504        454651043        454616350        454581307        454547712        454514027        454480278        454445891        454413600        454380064        454127994   
455031641     454985367        454944687        454906223        454867045        454828831        454790262        454754318        454719618        454685520        454650839        454616368        454581315        454547506        454514035        454480286        454445677        454413618        454380072        454126590   
455031674     454985375        454944695        454906249        454867052        454828849        454790304        454754326        454719428        454685538        454650847        454616376        454581331        454547514        454514043        454480294        454445685        454413626        454380098        454124975   
455031682     454985409        454944703        454906256        454867060        454828641        454790312        454754342        454719436        454685546        454650862        454616384        454581349        454547522        454514050        454480302        454445701        454413410        454380106        454124363   
455031476     454985417        454944711        454906264        454867086        454828658        454790098        454754359        454719444        454685553        454650870        454616400        454581356        454547530        454514076        454480096        454445719        454413428        454380114        454124371   
455031484     454985425        454944539        454906280        454867094        454828666        454790130        454754367        454719477        454685330        454650896        454616418        454581133        454547548        454514084        454480104        454445727        454413444        454380148        454124330   
455031526     454985433        454944547        454906082        454866880        454828674        454790148        454754375        454719493        454685355        454650920        454616202        454581141        454547555        454514092        454480112        454445735        454413477        454380171        454123811   
455031575     454985458        454944554        454906090        454866898        454828716        454790163        454754383        454719501        454685389        454650938        454616210        454581158        454547563        454513888        454480138        454445743        454413485        454379959        454122565   
455031369     454985276        454944570        454906116        454866906        454828724        454790171        454754177        454719519        454685397        454650722        454616228        454581166        454547589        454513912        454480187        454445750        454413493        454379967        454120833   
455031401     454985284        454944588        454906124        454866914        454828732        454790189        454754185        454719535        454685405        454650748        454616236        454581174        454547597        454513920        454480195        454445768        454413501        454379975        454120668   
455031427     454985292        454944604        454906132        454866922        454828526        454789991        454754219        454719329        454685413        454650755        454616244        454581182        454547605        454513938        454480203        454445776        454413519        454379983        454120619   


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455031435     454985318        454944612        454906140        454866930        454828542        454790007        454754227        454719337        454685421        454650763        454616269        454581208        454547399        454513979        454479981        454445560        454413303        454379991        454119652   
455031450     454985326        454944620        454906157        454866955        454828559        454790015        454754243        454719345        454685439        454650771        454616277        454581216        454547407        454513987        454479999        454445578        454413311        454380007        454119546   
455031468     454985334        454944638        454906173        454866971        454828567        454790023        454754250        454719352        454685223        454650789        454616285        454581232        454547423        454513995        454480005        454445586        454413329        454380015        454119504   
455031260     454985342        454944422        454905969        454866989        454828575        454790031        454754276        454719360        454685231        454650797        454616293        454581034        454547431        454513771        454480013        454445594        454413337        454380023        454118720   
455031278     454985359        454944455        454905977        454866765        454828583        454790049        454754094        454719378        454685256        454650805        454616087        454581059        454547449        454513789        454480021        454445602        454413345        454380031        454118167   
455031310     454985144        454944463        454905993        454866773        454828609        454790064        454754102        454719386        454685264        454650813        454616095        454581067        454547472        454513797        454480039        454445628        454413352        454380049        454117862   
455031336     454985151        454944471        454906009        454866781        454828617        454790072        454754110        454719394        454685272        454650821        454616103        454581083        454547480        454513805        454480047        454445644        454413360        454379835        454116872   
455031344     454985169        454944497        454906017        454866799        454828625        454790080        454754128        454719402        454685298        454650599        454616129        454581091        454547498        454513821        454480054        454445651        454413386        454379868        454116633   
455031146     454985193        454944505        454906025        454866823        454828419        454789892        454754136        454719410        454685306        454650615        454616145        454580903        454547282        454513847        454480062        454445669        454413394        454379884        454115866   
455031153     454985201        454944521        454906033        454866831        454828435        454789900        454754144        454719204        454685314        454650623        454616152        454580911        454547290        454513862        454480070        454445453        454413402        454379900        454115080   
455031161     454985219        454944307        454906041        454866856        454828443        454789918        454754151        454719220        454685116        454650631        454616186        454580937        454547308        454513870        454479874        454445461        454413196        454379918        454114398   
455031203     454985235        454944323        454906058        454866864        454828450        454789926        454754169        454719238        454685124        454650649        454615972        454580952        454547316        454513656        454479882        454445479        454413204        454379926        454114323   
455031245     454985037        454944349        454906066        454866872        454828468        454789934        454753955        454719246        454685132        454650656        454615980        454580978        454547324        454513664        454479890        454445487        454413212        454379934        454111782   
455031021     454985052        454944356        454905852        454866658        454828476        454789942        454753963        454719253        454685140        454650664        454615998        454580986        454547332        454513672        454479908        454445495        454413220        454379942        454111733   
455031088     454985060        454944364        454905860        454866666        454828484        454789959        454753971        454719261        454685157        454650672        454616004        454580994        454547340        454513680        454479916        454445503        454413238        454379728        454111139   
455031104     454985078        454944380        454905886        454866682        454828500        454789967        454753989        454719279        454685181        454650680        454616038        454580804        454547357        454513698        454479924        454445511        454413246        454379736        454111014   
455031112     454985086        454944398        454905894        454866708        454828518        454789975        454753997        454719287        454685199        454650698        454616046        454580838        454547365        454513706        454479932        454445529        454413253        454379744        454110941   
455031120     454985102        454944208        454905902        454866716        454828336        454789769        454754003        454719295        454685017        454650714        454616061        454580853        454547373        454513714        454479940        454445537        454413261        454379751        454110826   
455030916     454985110        454944216        454905928        454866724        454828351        454789777        454754029        454719303        454685025        454650508        454616079        454580879        454547381        454513722        454479957        454445545        454413279        454379769        454110479   
455030924     454985128        454944224        454905936        454866732        454828369        454789785        454754045        454719089        454685033        454650524        454615857        454580887        454547183        454513730        454479965        454445552        454413287        454379777        454110222   
455030932     454984923        454944240        454905944        454866740        454828385        454789793        454753856        454719097        454685041        454650532        454615865        454580895        454547209        454513755        454479973        454445347        454413295        454379785        454109794   
455030957     454984931        454944273        454905951        454866757        454828393        454789801        454753864        454719105        454685066        454650540        454615873        454580697        454547225        454513532        454479767        454445354        454413071        454379793        454109430   
455030973     454984949        454944281        454905746        454866534        454828195        454789827        454753872        454719113        454685074        454650557        454615881        454580705        454547233        454513540        454479775        454445362        454413089        454379819        454108663   
455030981     454984956        454944299        454905753        454866559        454828203        454789835        454753880        454719121        454685082        454650565        454615899        454580713        454547241        454513557        454479809        454445370        454413097        454379611        454107525   
455031005     454984972        454944083        454905761        454866567        454828229        454789868        454753898        454719139        454685090        454650581        454615907        454580721        454547258        454513565        454479817        454445388        454413105        454379629        454107442   
455030817     454984998        454944091        454905787        454866583        454828237        454789652        454753906        454719147        454685108        454650375        454615915        454580739        454547274        454513573        454479825        454445396        454413113        454379637        454105917   
455030833     454985003        454944109        454905795        454866591        454828245        454789660        454753914        454719154        454684903        454650383        454615931        454580747        454547068        454513581        454479858        454445404        454413121        454379645        454105206   
455030841     454985011        454944125        454905803        454866609        454828252        454789686        454753922        454718974        454684929        454650409        454615949        454580754        454547076        454513599        454479668        454445412        454413139        454379652        454104837   
455030858     454985029        454944158        454905811        454866625        454828260        454789702        454753948        454719014        454684952        454650417        454615956        454580762        454547084        454513607        454479676        454445420        454413154        454379660        454104563   
455030866     454984816        454944166        454905829        454866633        454828278        454789710        454753740        454719022        454684986        454650433        454615758        454580770        454547092        454513623        454479684        454445438        454413170        454379686        454104431   
455030882     454984824        454944174        454905837        454866641        454828294        454789728        454753757        454719048        454684994        454650441        454615766        454580788        454547100        454513631        454479692        454445446        454412966        454379694        454102872   
455030908     454984832        454943978        454905845        454866435        454828070        454789744        454753773        454719063        454684796        454650458        454615774        454580796        454547118        454513425        454479700        454445230        454412974        454379702        454102906   
455030692     454984840        454943994        454905639        454866443        454828112        454789751        454753781        454719071        454684804        454650466        454615782        454580580        454547126        454513441        454479726        454445248        454412982        454379710        454102914   
455030700     454984865        454944000        454905654        454866450        454828120        454789546        454753799        454718867        454684812        454650474        454615808        454580598        454547134        454513458        454479734        454445255        454412990        454379504        454102781   
455030726     454984881        454944018        454905662        454866476        454828138        454789553        454753823        454718883        454684838        454650268        454615816        454580606        454547142        454513466        454479742        454445271        454413006        454379512        454101197   
455030742     454984915        454944026        454905670        454866484        454828146        454789561        454753849        454718891        454684846        454650276        454615824        454580614        454547175        454513474        454479759        454445289        454413014        454379520        454101213   
455030759     454984709        454944042        454905688        454866492        454828153        454789579        454753641        454718909        454684861        454650284        454615832        454580622        454546961        454513482        454479569        454445297        454413022        454379538        454099144   
455030767     454984717        454944067        454905696        454866500        454828179        454789587        454753658        454718917        454684879        454650292        454615840        454580630        454546979        454513490        454479577        454445305        454413030        454379546        454098922   
455030783     454984733        454944075        454905720        454866518        454827999        454789595        454753666        454718925        454684895        454650300        454615618        454580655        454546987        454513508        454479601        454445313        454413055        454379553        454098658   
455030791     454984741        454943861        454905738        454866526        454828005        454789611        454753674        454718933        454684697        454650326        454615634        454580663        454546995        454513516        454479635        454445339        454413063        454379561        454098526   
455030593     454984758        454943879        454905522        454866310        454828013        454789629        454753690        454718941        454684705        454650334        454615659        454580671        454547001        454513300        454479643        454445123        454412867        454379579        454097452   
455030601     454984766        454943887        454905530        454866328        454828039        454789637        454753708        454718958        454684713        454650342        454615667        454580689        454547019        454513318        454479650        454445156        454412875        454379587        454097361   
455030627     454984774        454943895        454905563        454866336        454828054        454789645        454753716        454718966        454684721        454650359        454615675        454580465        454547027        454513326        454479452        454445172        454412909        454379595        454096686   
455030635     454984790        454943903        454905571        454866344        454828062        454789454        454753732        454718750        454684739        454650367        454615683        454580481        454547035        454513334        454479460        454445198        454412917        454379603        454096249   
455030643     454984808        454943911        454905597        454866351        454827858        454789462        454753526        454718768        454684747        454650144        454615691        454580499        454547043        454513342        454479486        454445206        454412925        454379397        454093600   
455030650     454984592        454943929        454905605        454866385        454827866        454789470        454753542        454718784        454684754        454650177        454615709        454580507        454547050        454513359        454479494        454445222        454412933        454379405        454093121   
455030684     454984600        454943945        454905621        454866393        454827874        454789488        454753559        454718800        454684762        454650201        454615717        454580515        454546847        454513367        454479502        454445016        454412941        454379413        454092925   
455030478     454984618        454943762        454905415        454866419        454827882        454789496        454753575        454718818        454684770        454650219        454615725        454580523        454546854        454513383        454479510        454445024        454412727        454379421        454090697   
455030494     454984634        454943770        454905423        454866195        454827908        454789512        454753583        454718826        454684788        454650227        454615501        454580531        454546862        454513391        454479528        454445032        454412776        454379439        454090077   
455030502     454984642        454943796        454905449        454866203        454827924        454789520        454753591        454718834        454684572        454650045        454615519        454580549        454546870        454513409        454479544        454445040        454412784        454379447        454090127   
455030510     454984659        454943804        454905456        454866211        454827932        454789538        454753625        454718842        454684580        454650060        454615527        454580572        454546896        454513193        454479338        454445057        454412800        454379454        454089392   
455030528     454984675        454943812        454905472        454866237        454827940        454789322        454753419        454718859        454684598        454650078        454615550        454580358        454546904        454513201        454479353        454445065        454412826        454379462        454089400   
455030536     454984683        454943820        454905480        454866245        454827957        454789330        454753427        454718644        454684606        454650086        454615568        454580366        454546920        454513219        454479361        454445081        454412610        454379470        454088808   
455030544     454984691        454943838        454905506        454866278        454827791        454789348        454753443        454718651        454684614        454650094        454615584        454580374        454546938        454513227        454479379        454445107        454412628        454379488        454088444   
455030551     454984485        454943853        454905308        454866286        454827809        454789355        454753468        454718669        454684622        454650102        454615600        454580390        454546946        454513235        454479395        454445115        454412636        454379496        454087339   
455030569     454984493        454943630        454905324        454866294        454827817        454789363        454753484        454718677        454684630        454650128        454615402        454580408        454546730        454513268        454479403        454444902        454412651        454379298        454086356   
455030361     454984519        454943648        454905332        454866302        454827841        454789371        454753492        454718693        454684648        454649922        454615410        454580416        454546748        454513276        454479429        454444910        454412669        454379306        454085838   
455030379     454984527        454943655        454905340        454866088        454827643        454789389        454753518        454718701        454684655        454649930        454615428        454580424        454546755        454513284        454479437        454444928        454412677        454379322        454085911   
455030387     454984535        454943663        454905365        454866104        454827668        454789397        454753302        454718719        454684465        454649948        454615436        454580432        454546763        454513292        454479239        454444936        454412701        454379330        454085598   
455030395     454984543        454943671        454905381        454866112        454827684        454789405        454753310        454718727        454684473        454649955        454615451        454580440        454546789        454513078        454479247        454444944        454412719        454379355        454083668   
455030411     454984550        454943697        454905399        454866138        454827692        454789413        454753336        454718735        454684507        454649963        454615469        454580457        454546797        454513086        454479254        454444951        454412495        454379363        454082769   
455030429     454984568        454943705        454905191        454866161        454827700        454789421        454753385        454718743        454684515        454649971        454615477        454580242        454546805        454513094        454479262        454444977        454412511        454379371        454082066   
455030437     454984584        454943713        454905209        454866179        454827726        454789215        454753393        454718537        454684523        454649989        454615485        454580259        454546821        454513102        454479270        454444985        454412537        454379389        454081977   
455030445     454984360        454943739        454905217        454866187        454827734        454789223        454753401        454718545        454684531        454649997        454615287        454580267        454546839        454513110        454479312        454444993        454412560        454379165        454081191   
455030254     454984386        454943523        454905225        454865965        454827528        454789231        454753203        454718560        454684556        454650003        454615295        454580275        454546623        454513128        454479320        454444795        454412578        454379173        454080912   
455030288     454984394        454943531        454905233        454865999        454827536        454789249        454753211        454718578        454684564        454650011        454615303        454580291        454546649        454513136        454479114        454444803        454412594        454379181        454080235   
455030296     454984402        454943549        454905258        454866013        454827551        454789256        454753229        454718586        454684358        454650029        454615311        454580309        454546656        454513144        454479122        454444811        454412602        454379199        454080284   
455030312     454984410        454943556        454905274        454866021        454827569        454789272        454753237        454718594        454684366        454649815        454615329        454580333        454546664        454513177        454479130        454444829        454412388        454379207        454079211   
455030338     454984436        454943580        454905282        454866039        454827577        454789280        454753245        454718602        454684374        454649823        454615337        454580135        454546672        454513185        454479155        454444837        454412396        454379215        454078965   
455030353     454984451        454943606        454905290        454866047        454827593        454789306        454753252        454718610        454684382        454649831        454615352        454580143        454546680        454512963        454479171        454444845        454412404        454379223        454078759   
455030148     454984261        454943614        454905084        454866054        454827619        454789314        454753260        454718628        454684390        454649849        454615378        454580150        454546706        454512997        454479189        454444852        454412412        454379231        454078098   
455030155     454984287        454943622        454905118        454866062        454827403        454789108        454753278        454718636        454684408        454649856        454615386        454580176        454546714        454513011        454479205        454444878        454412420        454379249        454077728   
455030189     454984295        454943424        454905134        454865858        454827411        454789116        454753104        454718412        454684416        454649872        454615170        454580184        454546722        454513029        454479213        454444894        454412446        454379256        454076829   


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455030197     454984303        454943432        454905142        454865874        454827445        454789124        454753112        454718438        454684432        454649898        454615188        454580192        454546508        454513037        454479221        454444670        454412453        454379264        454075888   
455030247     454984329        454943465        454905183        454865882        454827460        454789132        454753120        454718446        454684440        454649906        454615196        454580200        454546532        454513045        454479007        454444688        454412461        454379058        454075433   
455030031     454984337        454943473        454904988        454865908        454827478        454789140        454753138        454718461        454684457        454649914        454615212        454580218        454546540        454513052        454479015        454444696        454412479        454379066        454075391   
455030049     454984345        454943499        454905001        454865916        454827502        454789157        454753146        454718487        454684226        454649708        454615220        454580226        454546557        454513060        454479031        454444704        454412487        454379074        454075169   
455030056     454984352        454943507        454905019        454865924        454827312        454789165        454753153        454718503        454684267        454649716        454615238        454580234        454546573        454512856        454479049        454444712        454412289        454379082        454073800   
455030064     454984147        454943325        454905035        454865932        454827320        454789173        454753161        454718511        454684275        454649724        454615246        454580028        454546581        454512864        454479056        454444720        454412297        454379090        454071408   
455030072     454984162        454943333        454905068        454865734        454827338        454789181        454753179        454718529        454684283        454649732        454615253        454580036        454546599        454512872        454479064        454444738        454412305        454379108        454071416   
455030080     454984188        454943358        454904863        454865742        454827387        454789199        454753187        454718305        454684291        454649740        454615279        454580051        454546607        454512880        454479080        454444746        454412313        454379116        454071473   
455030106     454984196        454943382        454904871        454865767        454827395        454789207        454753195        454718347        454684317        454649773        454615055        454580069        454546615        454512898        454479098        454444761        454412321        454379124        454071101   
455030114     454984204        454943192        454904897        454865775        454827189        454788993        454752999        454718370        454684325        454649781        454615063        454580077        454546391        454512906        454479106        454444779        454412339        454379132        454069451   
455030122     454984212        454943200        454904913        454865783        454827213        454789009        454753005        454718396        454684333        454649799        454615071        454580085        454546409        454512930        454478892        454444571        454412347        454379157        454068008   
455029934     454984220        454943218        454904921        454865791        454827254        454789017        454753021        454718404        454684119        454649807        454615089        454580093        454546417        454512948        454478900        454444589        454412354        454378944        454067257   
455029967     454984238        454943226        454904939        454865809        454827288        454789025        454753039        454718198        454684135        454649609        454615097        454580101        454546425        454512955        454478918        454444597        454412362        454378951        454065301   
455029983     454984246        454943234        454904954        454865817        454827114        454789041        454753047        454718206        454684143        454649617        454615105        454580119        454546433        454512724        454478926        454444605        454412370        454378969        454065152   
455030007     454984030        454943242        454904962        454865825        454827148        454789066        454753054        454718214        454684168        454649625        454615113        454580127        454546441        454512740        454478934        454444613        454412180        454378977        454065004   
455030023     454984071        454943259        454904756        454865841        454827171        454789082        454753062        454718222        454684184        454649641        454615121        454579921        454546458        454512757        454478959        454444621        454412198        454378985        454064684   
455029835     454984089        454943275        454904764        454865643        454826967        454789090        454753096        454718248        454684218        454649666        454615139        454579939        454546466        454512765        454478967        454444647        454412206        454379025        454064536   
455029843     454984097        454943283        454904772        454865668        454826975        454788886        454752882        454718255        454683996        454649674        454615162        454579947        454546474        454512781        454478975        454444654        454412214        454379033        454063801   
455029850     454984113        454943291        454904780        454865676        454826983        454788894        454752890        454718263        454684010        454649682        454614934        454579954        454546482        454512799        454478983        454444449        454412222        454378829        454060849   
455029876     454984121        454943093        454904798        454865684        454827007        454788910        454752908        454718289        454684036        454649476        454614959        454579962        454546490        454512807        454478785        454444456        454412230        454378837        454060237   
455029884     454984139        454943101        454904806        454865692        454827015        454788928        454752916        454718073        454684051        454649484        454614967        454579970        454546276        454512815        454478793        454444464        454412255        454378852        454059031   
455029900     454983925        454943119        454904822        454865700        454827049        454788936        454752924        454718081        454684069        454649492        454614975        454579988        454546292        454512823        454478801        454444472        454412263        454378860        454058777   
455029702     454983933        454943127        454904830        454865718        454827056        454788951        454752940        454718099        454684085        454649518        454614991        454580002        454546300        454512583        454478819        454444480        454412057        454378878        454057993   
455029710     454984014        454943143        454904848        454865510        454827064        454788969        454752957        454718123        454684101        454649534        454615006        454580010        454546334        454512617        454478827        454444498        454412073        454378894        454056748   
455029728     454984022        454943150        454904640        454865528        454826850        454788779        454752775        454718131        454683889        454649542        454615022        454579798        454546342        454512625        454478835        454444506        454412081        454378902        454056482   
455029744     454983818        454943176        454904657        454865569        454826868        454788803        454752783        454718156        454683897        454649559        454615030        454579806        454546367        454512633        454478843        454444514        454412099        454378928        454055872   
455029751     454983826        454943184        454904681        454865577        454826884        454788811        454752791        454718172        454683905        454649575        454614827        454579822        454546375        454512641        454478850        454444522        454412115        454378712        454055666   
455029785     454983834        454942988        454904707        454865585        454826892        454788837        454752817        454718180        454683913        454649401        454614843        454579830        454546169        454512658        454478868        454444530        454412149        454378738        454054255   
455029793     454983842        454943002        454904715        454865593        454826926        454788845        454752825        454717976        454683921        454649435        454614884        454579848        454546177        454512666        454478876        454444548        454412156        454378761        454053679   
455029603     454983859        454943010        454904723        454865619        454826959        454788852        454752833        454717992        454683939        454649443        454614892        454579889        454546193        454512674        454478884        454444357        454411943        454378779        454053240   
455029611     454983867        454943028        454904731        454865445        454826736        454788860        454752874        454718008        454683954        454649450        454614710        454579897        454546201        454512690        454478678        454444365        454411950        454378787        454051707   
455029629     454983875        454943036        454904749        454865460        454826744        454788878        454752668        454718016        454683970        454649468        454614728        454579905        454546227        454512708        454478694        454444373        454411968        454378795        454050824   
455029678     454983883        454943051        454904525        454865478        454826769        454788662        454752684        454718040        454683988        454649245        454614736        454579681        454546243        454512476        454478702        454444381        454411976        454378803        454050659   
455029686     454983891        454943069        454904533        454865486        454826785        454788670        454752692        454718065        454683780        454649252        454614744        454579699        454546250        454512484        454478710        454444399        454411984        454378811        454050121   
455029694     454983909        454943077        454904541        454865502        454826819        454788688        454752700        454717851        454683798        454649278        454614751        454579707        454546268        454512492        454478728        454444415        454411992        454378605        454049859   
455029538     454983917        454942871        454904558        454865296        454826827        454788696        454752718        454717869        454683830        454649286        454614769        454579715        454546052        454512518        454478736        454444423        454412016        454378639        454049370   
455029553     454983719        454942897        454904566        454865320        454826835        454788704        454752726        454717885        454683848        454649294        454614777        454579723        454546060        454512526        454478744        454444431        454412024        454378647        454048653   
455029561     454983743        454942905        454904574        454865338        454826843        454788712        454752734        454717893        454683855        454649310        454614785        454579749        454546078        454512534        454478751        454444225        454412032        454378654        454047358   
455029413     454983750        454942913        454904608        454865353        454826629        454788720        454752759        454717901        454683665        454649328        454614793        454579764        454546094        454512575        454478769        454444233        454412040        454378662        454046640   
455029421     454983768        454942921        454904632        454865379        454826637        454788738        454752536        454717919        454683673        454649336        454614819        454579780        454546102        454512369        454478561        454444241        454411836        454378670        454046301   
455029439     454983784        454942954        454904418        454865395        454826645        454788746        454752577        454717927        454683681        454649344        454614629        454579582        454546110        454512377        454478579        454444258        454411844        454378688        454046319   
455029447     454983800        454942962        454904426        454865171        454826660        454788761        454752585        454717935        454683707        454649138        454614645        454579590        454546128        454512385        454478595        454444266        454411869        454378696        454045436   
455029454     454983594        454942749        454904459        454865189        454826678        454788555        454752593        454717950        454683715        454649146        454614694        454579624        454546144        454512393        454478603        454444274        454411877        454378498        454044744   
455029462     454983602        454942772        454904467        454865197        454826686        454788563        454752601        454717752        454683731        454649153        454614702        454579640        454546151        454512401        454478611        454444282        454411885        454378506        454044348   
455029470     454983628        454942780        454904509        454865213        454826694        454788571        454752627        454717760        454683749        454649179        454614488        454579657        454545948        454512419        454478629        454444308        454411893        454378514        454043829   
455029272     454983644        454942830        454904517        454865221        454826710        454788589        454752635        454717786        454683756        454649187        454614504        454579665        454545963        454512427        454478637        454444316        454411919        454378522        454043175   
455029298     454983669        454942855        454904301        454865254        454826728        454788597        454752643        454717794        454683764        454649195        454614512        454579467        454545971        454512435        454478645        454444118        454411927        454378530        454041773   
455029306     454983685        454942640        454904327        454865262        454826512        454788605        454752650        454717802        454683541        454649211        454614520        454579475        454545989        454512443        454478660        454444126        454411729        454378548        454041641   
455029330     454983693        454942665        454904335        454865270        454826520        454788613        454752429        454717810        454683574        454649237        454614538        454579491        454545997        454512450        454478462        454444134        454411737        454378563        454041666   
455029363     454983487        454942699        454904343        454865072        454826538        454788654        454752437        454717828        454683582        454649039        454614546        454579509        454546003        454512468        454478470        454444142        454411752        454378571        454040890   
455029165     454983495        454942715        454904376        454865106        454826553        454788449        454752445        454717836        454683590        454649062        454614553        454579517        454546011        454512260        454478488        454444159        454411760        454378373        454040338   
455029181     454983503        454942731        454904384        454865114        454826561        454788456        454752452        454717844        454683608        454649070        454614561        454579525        454546037        454512278        454478496        454444175        454411778        454378399        454039892   
455029199     454983511        454942517        454904392        454865130        454826587        454788464        454752460        454717646        454683616        454649088        454614579        454579541        454546045        454512294        454478512        454444209        454411794        454378407        454039942   
455029215     454983529        454942525        454904400        454865148        454826611        454788472        454752494        454717661        454683624        454649096        454614587        454579558        454545849        454512302        454478520        454444217        454411828        454378415        454039546   
455029041     454983560        454942533        454904194        454865155        454826405        454788480        454752510        454717679        454683632        454649104        454614405        454579566        454545856        454512336        454478538        454444019        454411604        454378423        454039553   
455029116     454983578        454942566        454904202        454865163        454826421        454788506        454752304        454717687        454683640        454649112        454614413        454579350        454545872        454512344        454478546        454444027        454411638        454378431        454039603   
455029124     454983362        454942582        454904210        454864968        454826439        454788522        454752312        454717695        454683442        454649120        454614421        454579368        454545880        454512351        454478553        454444043        454411646        454378449        454039488   
455029132     454983370        454942590        454904228        454864976        454826447        454788332        454752353        454717703        454683459        454648916        454614439        454579376        454545898        454512153        454478348        454444050        454411661        454378456        454039355   
455028928     454983388        454942608        454904251        454865007        454826462        454788340        454752361        454717711        454683467        454648924        454614462        454579384        454545906        454512161        454478371        454444076        454411679        454378464        454038373   
455028969     454983396        454942624        454904269        454865015        454826470        454788365        454752387        454717737        454683475        454648932        454614470        454579392        454545914        454512179        454478389        454444084        454411687        454378472        454037722   
455028977     454983404        454942418        454904277        454865023        454826314        454788373        454752395        454717521        454683483        454648940        454614264        454579400        454545922        454512187        454478397        454444092        454411695        454378480        454037599   
455028985     454983412        454942426        454904285        454864877        454826330        454788399        454752403        454717539        454683509        454648957        454614272        454579418        454545930        454512195        454478421        454443896        454411711        454378266        454036070   
455029009     454983420        454942434        454904293        454864885        454826348        454788407        454752205        454717547        454683525        454648965        454614280        454579434        454545740        454512203        454478439        454443904        454411497        454378290        454034844   
455029017     454983438        454942442        454904079        454864893        454826355        454788415        454752213        454717562        454683533        454648973        454614298        454579442        454545757        454512229        454478447        454443912        454411505        454378308        454034851   
455028811     454983461        454942459        454904087        454864919        454826363        454788423        454752221        454717570        454683335        454648981        454614306        454579244        454545807        454512237        454478223        454443920        454411513        454378316        454034653   
455028829     454983263        454942467        454904103        454864927        454826371        454788431        454752239        454717588        454683350        454648999        454614322        454579269        454545815        454512245        454478231        454443946        454411539        454378324        454033994   
455028837     454983271        454942475        454904145        454864729        454826389        454788241        454752247        454717596        454683368        454649005        454614348        454579277        454545823        454512252        454478249        454443953        454411547        454378332        454033440   
455028894     454983297        454942509        454904160        454864745        454826397        454788258        454752270        454717604        454683376        454649021        454614355        454579285        454545617        454512047        454478256        454443961        454411554        454378340        454032996   
455028704     454983305        454942293        454904178        454864778        454826173        454788266        454752288        454717612        454683384        454648809        454614157        454579293        454545625        454512054        454478272        454443979        454411562        454378357        454032095   
455028720     454983313        454942301        454903964        454864786        454826181        454788274        454752296        454717620        454683392        454648817        454614165        454579301        454545633        454512062        454478298        454443987        454411570        454378365        454031600   
455028738     454983321        454942319        454903972        454864794        454826199        454788282        454752072        454717430        454683400        454648825        454614173        454579319        454545641        454512088        454478314        454443789        454411588        454378142        454031444   
455028746     454983339        454942327        454903980        454864802        454826215        454788290        454752098        454717448        454683418        454648833        454614199        454579327        454545666        454512104        454478322        454443797        454411596        454378159        454031311   
455028761     454983347        454942343        454904004        454864828        454826272        454788308        454752114        454717463        454683434        454648866        454614207        454579335        454545682        454512112        454478330        454443805        454411398        454378175        454031287   


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455028787     454983354        454942350        454904020        454864620        454826058        454788324        454752122        454717471        454683236        454648874        454614223        454579343        454545690        454512120        454478124        454443813        454411406        454378183        454031071   
455028597     454983149        454942376        454904038        454864638        454826066        454788134        454752130        454717497        454683244        454648882        454614249        454579137        454545716        454512138        454478132        454443821        454411414        454378209        454029810   
455028605     454983164        454942210        454904046        454864653        454826124        454788159        454752148        454717513        454683269        454648890        454614256        454579145        454545500        454512146        454478140        454443839        454411422        454378217        454029711   
455028613     454983198        454942228        454904061        454864661        454825951        454788167        454752163        454717315        454683277        454648692        454614033        454579152        454545518        454511932        454478157        454443847        454411430        454378225        454029570   
455028621     454983214        454942251        454903857        454864695        454826009        454788175        454752189        454717323        454683285        454648700        454614041        454579160        454545526        454511940        454478165        454443854        454411448        454378233        454029307   
455028639     454983222        454942269        454903865        454864703        454826017        454788183        454751967        454717349        454683293        454648718        454614058        454579178        454545534        454511957        454478173        454443870        454411455        454378241        454028838   
455028647     454983230        454942277        454903873        454864513        454826033        454788209        454751975        454717356        454683301        454648734        454614074        454579186        454545559        454511965        454478181        454443888        454411463        454378258        454028515   
455028654     454983032        454942087        454903881        454864521        454825845        454788001        454751983        454717372        454683319        454648742        454614090        454579194        454545583        454511973        454478199        454443672        454411471        454378035        454026196   
455028662     454983040        454942095        454903899        454864539        454825852        454788019        454751991        454717380        454683327        454648759        454614108        454579202        454545609        454512005        454478215        454443680        454411273        454378050        454025768   
455028670     454983065        454942103        454903907        454864554        454825860        454788027        454752007        454717398        454683129        454648767        454614124        454579210        454545385        454512013        454478009        454443706        454411281        454378068        454025669   
455028688     454983115        454942111        454903915        454864562        454825878        454788035        454752023        454717216        454683145        454648775        454614132        454579020        454545393        454512021        454478017        454443714        454411299        454378076        454025446   
455028498     454983123        454942137        454903923        454864588        454825886        454788068        454752031        454717224        454683152        454648783        454614140        454579046        454545401        454512039        454478025        454443722        454411315        454378084        454024993   
455028522     454982927        454942145        454903949        454864604        454825894        454788084        454752049        454717232        454683160        454648791        454613928        454579053        454545435        454511833        454478033        454443730        454411323        454378092        454023763   
455028548     454982943        454942152        454903956        454864398        454825910        454788092        454752064        454717240        454683178        454648577        454613936        454579061        454545450        454511841        454478058        454443755        454411331        454378100        454022419   
455028563     454982976        454942160        454903741        454864406        454825928        454788100        454751850        454717257        454683186        454648585        454613944        454579079        454545468        454511858        454478074        454443771        454411349        454378118        454022070   
455028373     454982984        454942178        454903758        454864414        454825936        454787896        454751868        454717265        454683194        454648593        454613969        454579095        454545476        454511866        454478090        454443573        454411356        454378126        454021270   
455028381     454982992        454941964        454903766        454864422        454825738        454787904        454751876        454717273        454683202        454648619        454613977        454579103        454545484        454511874        454478108        454443581        454411364        454378134        454018789   
455028415     454983008        454941972        454903774        454864471        454825746        454787912        454751884        454717281        454683210        454648643        454613985        454579129        454545278        454511882        454477902        454443599        454411372        454377946        454018698   
455028423     454983024        454941980        454903808        454864489        454825753        454787920        454751900        454717307        454683004        454648676        454613993        454578915        454545286        454511890        454477910        454443615        454411166        454377953        454018714   
455028431     454982810        454941998        454903816        454864497        454825761        454787938        454751918        454717109        454683012        454648684        454614009        454578923        454545302        454511916        454477936        454443623        454411174        454377961        454018490   
455028449     454982828        454942004        454903840        454864323        454825779        454787946        454751926        454717117        454683020        454648452        454614017        454578931        454545310        454511924        454477969        454443631        454411190        454377979        454017369   
455028456     454982836        454942012        454903659        454864331        454825787        454787953        454751934        454717125        454683046        454648460        454613811        454578949        454545336        454511718        454477977        454443649        454411208        454377987        454017088   
455028258     454982844        454942020        454903667        454864349        454825795        454787961        454751942        454717133        454683053        454648478        454613837        454578956        454545344        454511726        454477993        454443656        454411224        454377995        454016312   
455028266     454982851        454942038        454903691        454864364        454825803        454787979        454751959        454717141        454683061        454648494        454613845        454578964        454545351        454511734        454477795        454443664        454411232        454378001        454015512   
455028282     454982877        454942053        454903709        454864372        454825829        454787797        454751751        454717166        454683079        454648502        454613852        454578972        454545369        454511759        454477803        454443458        454411257        454378019        454015306   
455028290     454982885        454941857        454903733        454864380        454825613        454787805        454751769        454717174        454683087        454648510        454613860        454578980        454545377        454511775        454477811        454443466        454411265        454378027        454015231   
455028316     454982893        454941865        454903535        454864174        454825621        454787821        454751777        454717182        454683095        454648544        454613878        454578998        454545153        454511783        454477829        454443474        454411059        454377813        454014358   
455028324     454982919        454941873        454903576        454864182        454825639        454787854        454751785        454716978        454683103        454648551        454613886        454579004        454545161        454511791        454477837        454443482        454411067        454377821        454013798   
455028134     454982703        454941899        454903592        454864190        454825647        454787888        454751793        454716994        454682899        454648569        454613894        454579012        454545179        454511809        454477852        454443508        454411075        454377839        454012550   
455028142     454982711        454941907        454903626        454864208        454825654        454787672        454751819        454717000        454682907        454648338        454613910        454578808        454545187        454511817        454477860        454443524        454411083        454377847        454012329   
455028159     454982737        454941915        454903428        454864216        454825670        454787680        454751843        454717018        454682915        454648353        454613704        454578816        454545195        454511619        454477878        454443540        454411091        454377854        454011818   
455028191     454982752        454941923        454903436        454864232        454825688        454787698        454751645        454717034        454682923        454648361        454613712        454578832        454545211        454511635        454477886        454443557        454411125        454377862        454011461   
455028209     454982786        454941949        454903444        454864240        454825704        454787714        454751652        454717042        454682931        454648379        454613720        454578857        454545229        454511643        454477670        454443334        454411133        454377870        454010950   
455028233     454982802        454941956        454903451        454864273        454825514        454787722        454751660        454717067        454682949        454648387        454613746        454578865        454545245        454511650        454477712        454443342        454411158        454377888        454010679   
455028035     454982596        454941741        454903469        454864067        454825530        454787748        454751686        454717075        454682956        454648403        454613753        454578873        454545260        454511676        454477738        454443359        454410945        454377904        454010356   
455028068     454982612        454941758        454903477        454864075        454825555        454787755        454751694        454717083        454682964        454648411        454613761        454578881        454545047        454511684        454477746        454443375        454410952        454377912        454010075   
455028076     454982620        454941766        454903493        454864083        454825571        454787763        454751702        454716861        454682980        454648429        454613779        454578907        454545062        454511692        454477753        454443383        454410960        454377706        454009739   
455028084     454982653        454941774        454903303        454864091        454825399        454787771        454751728        454716879        454682998        454648437        454613787        454578675        454545070        454511700        454477761        454443409        454410978        454377714        454009515   
455028118     454982661        454941808        454903337        454864109        454825423        454787565        454751736        454716887        454682782        454648221        454613795        454578683        454545088        454511502        454477779        454443417        454411000        454377722        454008079   
455027904     454982679        454941824        454903360        454864117        454825431        454787581        454751744        454716895        454682790        454648239        454613803        454578717        454545096        454511510        454477787        454443425        454411018        454377730        454007592   
455027912     454982687        454941832        454903386        454864125        454825449        454787599        454751520        454716903        454682808        454648247        454613605        454578725        454545104        454511528        454477555        454443219        454411034        454377748        454007501   
455027920     454982695        454941634        454903402        454864133        454825456        454787649        454751546        454716929        454682816        454648254        454613613        454578741        454545120        454511536        454477563        454443227        454410838        454377755        454007121   
455027961     454982497        454941642        454903238        454864158        454825464        454787441        454751553        454716945        454682824        454648262        454613621        454578758        454545146        454511569        454477597        454443235        454410846        454377771        454006362   
455027979     454982539        454941659        454903246        454864166        454825480        454787458        454751561        454716952        454682832        454648270        454613639        454578774        454544925        454511577        454477605        454443243        454410853        454377789        454006321   
455027995     454982554        454941667        454903261        454863952        454825498        454787474        454751595        454716960        454682840        454648288        454613647        454578790        454544933        454511585        454477613        454443268        454410861        454377797        454005968   
455027797     454982562        454941683        454903279        454863960        454825282        454787508        454751603        454716762        454682857        454648304        454613654        454578568        454544941        454511593        454477621        454443276        454410879        454377805        454005802   
455027805     454982588        454941691        454903287        454863978        454825316        454787516        454751611        454716770        454682865        454648312        454613662        454578576        454544958        454511395        454477639        454443292        454410887        454377599        454004813   
455027813     454982380        454941535        454903295        454863986        454825332        454787532        454751629        454716804        454682881        454648320        454613670        454578584        454544966        454511403        454477654        454443300        454410895        454377607        454004623   
455027839     454982406        454941568        454903071        454864000        454825340        454787540        454751637        454716820        454682675        454648122        454613688        454578592        454544974        454511429        454477449        454443318        454410903        454377615        454004136   
455027854     454982414        454941592        454903089        454864018        454825373        454787334        454751413        454716846        454682683        454648130        454613480        454578600        454544990        454511460        454477456        454443326        454410911        454377623        454003757   
455027862     454982455        454941600        454903105        454864059        454825183        454787359        454751421        454716853        454682691        454648171        454613498        454578618        454545013        454511478        454477464        454443136        454410929        454377631        454003161   
455027870     454982463        454941618        454903113        454863820        454825191        454787367        454751439        454716648        454682709        454648205        454613506        454578626        454545021        454511486        454477472        454443144        454410937        454377649        454003252   
455027888     454982471        454941410        454903139        454863853        454825209        454787391        454751447        454716655        454682725        454648213        454613522        454578634        454544818        454511270        454477498        454443151        454410713        454377656        454002908   
455027680     454982265        454941436        454903154        454863861        454825225        454787409        454751454        454716663        454682733        454648007        454613530        454578642        454544826        454511288        454477506        454443169        454410721        454377664        454002288   
455027714     454982273        454941444        454903162        454863879        454825241        454787417        454751462        454716671        454682741        454648023        454613563        454578659        454544842        454511304        454477514        454443185        454410739        454377672        454002189   
455027748     454982281        454941451        454903170        454863887        454825258        454787425        454751488        454716697        454682758        454648031        454613571        454578667        454544867        454511312        454477522        454443201        454410762        454377680        454001819   
455027755     454982299        454941469        454903188        454863895        454825266        454787433        454751504        454716705        454682766        454648064        454613589        454578451        454544875        454511320        454477340        454443003        454410796        454377698        454000183   
455027763     454982331        454941493        454902966        454863937        454825274        454787235        454751306        454716739        454682774        454648080        454613373        454578477        454544883        454511338        454477357        454443011        454410804        454377482        453999930   
455027771     454982364        454941501        454902974        454863945        454825076        454787243        454751322        454716747        454682568        454648106        454613381        454578485        454544909        454511346        454477365        454443029        454410812        454377508        453999534   
455027789     454982174        454941519        454902982        454863713        454825084        454787276        454751348        454716531        454682576        454647892        454613399        454578493        454544701        454511353        454477373        454443052        454410820        454377516        453999195   
455027581     454982182        454941295        454902990        454863721        454825118        454787284        454751355        454716556        454682584        454647900        454613423        454578501        454544719        454511361        454477381        454443060        454410606        454377524        453998981   
455027599     454982190        454941303        454903006        454863747        454825134        454787292        454751371        454716572        454682592        454647918        454613431        454578519        454544727        454511379        454477399        454443078        454410614        454377532        453997504   
455027607     454982216        454941311        454903014        454863754        454825159        454787318        454751397        454716598        454682600        454647926        454613456        454578527        454544743        454511163        454477407        454443086        454410630        454377557        453997546   
455027623     454982224        454941345        454903022        454863762        454825167        454787326        454751199        454716606        454682618        454647934        454613472        454578535        454544776        454511189        454477415        454443094        454410648        454377565        453997090   
455027631     454982240        454941352        454903030        454863788        454825175        454787110        454751207        454716614        454682626        454647942        454613266        454578543        454544800        454511197        454477423        454442880        454410655        454377375        453996969   
455027672     454982257        454941360        454903048        454863648        454824947        454787136        454751215        454716432        454682634        454647959        454613274        454578550        454544594        454511205        454477431        454442922        454410663        454377391        453996035   
455027474     454982059        454941394        454903055        454863663        454824954        454787144        454751223        454716440        454682642        454647967        454613290        454578345        454544602        454511239        454477225        454442930        454410671        454377409        453994964   
455027482     454982067        454941402        454903063        454863671        454824962        454787151        454751249        454716465        454682659        454647975        454613316        454578360        454544628        454511254        454477233        454442955        454410689        454377417        453994550   
455027490     454982075        454941188        454902859        454863481        454824996        454787169        454751256        454716473        454682667        454647983        454613324        454578386        454544644        454511262        454477241        454442963        454410697        454377425        453993354   
455027508     454982109        454941196        454902867        454863499        454825001        454787177        454751264        454716481        454682451        454647991        454613332        454578394        454544651        454511049        454477258        454442971        454410705        454377433        453993123   
455027516     454982117        454941204        454902875        454863507        454825019        454787185        454751272        454716499        454682469        454647785        454613340        454578410        454544669        454511056        454477266        454442773        454410515        454377441        453993131   
455027524     454982125        454941212        454902883        454863515        454825035        454787201        454751082        454716507        454682477        454647793        454613365        454578428        454544677        454511064        454477274        454442799        454410523        454377466        453992877   
455027532     454982133        454941220        454902891        454863523        454825050        454787003        454751090        454716515        454682485        454647801        454613159        454578444        454544685        454511072        454477282        454442807        454410549        454377474        453992471   


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455027557     454982141        454941238        454902909        454863531        454825068        454787011        454751108        454716317        454682493        454647819        454613167        454578238        454544693        454511080        454477290        454442815        454410564        454377250        453991523   
455027359     454981911        454941246        454902917        454863549        454824863        454787029        454751116        454716325        454682501        454647827        454613175        454578246        454544495        454511098        454477308        454442823        454410572        454377268        453991192   
455027367     454981937        454941279        454902925        454863556        454824889        454787037        454751124        454716333        454682519        454647835        454613183        454578253        454544503        454511106        454477316        454442831        454410598        454377276        453990806   
455027375     454981952        454941287        454902933        454863564        454824897        454787045        454751165        454716341        454682527        454647843        454613191        454578261        454544511        454511114        454477324        454442856        454410390        454377284        453990830   
455027383     454981960        454941071        454902958        454863572        454824905        454787052        454751173        454716358        454682535        454647850        454613217        454578279        454544537        454511130        454477126        454442864        454410408        454377292        453989956   
455027409     454981978        454941089        454902743        454863382        454824921        454787102        454750993        454716366        454682543        454647868        454613233        454578287        454544552        454511155        454477134        454442872        454410416        454377300        453989014   
455027417     454981994        454941097        454902768        454863408        454824723        454786898        454751009        454716374        454682550        454647876        454613241        454578295        454544560        454510942        454477167        454442682        454410424        454377326        453988370   
455027425     454982026        454941105        454902776        454863457        454824731        454786948        454751017        454716382        454682345        454647884        454613258        454578311        454544586        454510959        454477175        454442690        454410440        454377334        453987513   
455027441     454981804        454941113        454902784        454863275        454824756        454786963        454751025        454716390        454682352        454647660        454613043        454578329        454544412        454510967        454477183        454442724        454410457        454377342        453987430   
455027458     454981812        454941147        454902792        454863291        454824764        454786971        454751033        454716408        454682360        454647678        454613068        454578113        454544420        454510975        454477191        454442732        454410465        454377359        453987208   
455027250     454981820        454941154        454902800        454863309        454824772        454786989        454751058        454716200        454682378        454647686        454613076        454578139        454544438        454510983        454477209        454442740        454410473        454377136        453986770   
455027292     454981846        454941162        454902818        454863317        454824780        454786997        454751066        454716218        454682386        454647702        454613084        454578154        454544446        454510991        454477001        454442757        454410481        454377144        453985814   
455027300     454981887        454940941        454902834        454863325        454824806        454786781        454751074        454716226        454682394        454647710        454613092        454578162        454544461        454511007        454477019        454442765        454410267        454377177        453985608   
455027318     454981895        454940958        454902628        454863333        454824822        454786799        454750878        454716242        454682402        454647728        454613118        454578170        454544487        454511031        454477027        454442559        454410275        454377185        453984825   
455027334     454981903        454940974        454902644        454863341        454824616        454786807        454750894        454716259        454682410        454647744        454613126        454578188        454544271        454510835        454477035        454442567        454410283        454377193        453984403   
455027342     454981705        454940982        454902651        454863366        454824624        454786831        454750902        454716283        454682428        454647751        454613134        454578196        454544289        454510843        454477043        454442583        454410309        454377201        453984122   
455027136     454981747        454940990        454902669        454863150        454824640        454786849        454750910        454716291        454682436        454647769        454613142        454578204        454544305        454510850        454477050        454442591        454410317        454377219        453983470   
455027151     454981762        454941006        454902677        454863168        454824657        454786856        454750928        454716309        454682444        454647777        454612938        454578212        454544313        454510868        454477068        454442609        454410333        454377227        453983512   
455027169     454981770        454941014        454902685        454863176        454824673        454786864        454750936        454716077        454682238        454647546        454612979        454578006        454544321        454510876        454477076        454442625        454410341        454377243        453982910   
455027177     454981788        454941022        454902693        454863184        454824681        454786666        454750951        454716101        454682253        454647561        454612987        454578014        454544339        454510884        454477084        454442633        454410366        454377029        453981540   
455027185     454981796        454941048        454902701        454863192        454824699        454786674        454750969        454716119        454682279        454647579        454612995        454578030        454544354        454510892        454477092        454442641        454410374        454377037        453981359   
455027193     454981580        454941063        454902719        454863200        454824707        454786682        454750746        454716143        454682287        454647587        454613001        454578048        454544362        454510900        454477100        454442658        454410150        454377052        453981219   
455027227     454981606        454940834        454902727        454863218        454824715        454786690        454750753        454716184        454682295        454647595        454613027        454578063        454544172        454510918        454476896        454442443        454410168        454377060        453980393   
455027235     454981622        454940842        454902735        454863234        454824525        454786757        454750779        454716192        454682311        454647629        454613035        454578097        454544180        454510934        454476904        454442450        454410176        454377078        453980179   
455027029     454981655        454940859        454902503        454863259        454824574        454786765        454750795        454715970        454682329        454647645        454612847        454577941        454544198        454510728        454476912        454442468        454410184        454377094        453980195   
455027037     454981663        454940867        454902511        454863036        454824582        454786559        454750803        454715988        454682337        454647462        454612854        454577974        454544206        454510736        454476920        454442476        454410192        454377102        453979825   
455027045     454981671        454940883        454902529        454863051        454824590        454786567        454750829        454715996        454682121        454647470        454612870        454577982        454544214        454510744        454476938        454442484        454410200        454377110        453979346   
455027052     454981473        454940891        454902537        454863069        454824384        454786583        454750837        454716002        454682147        454647488        454612896        454577990        454544230        454510751        454476946        454442492        454410218        454377128        453979288   
455027060     454981507        454940917        454902560        454863093        454824392        454786609        454750852        454716010        454682154        454647504        454612714        454577784        454544248        454510769        454476953        454442526        454410226        454376914        453978538   
455027078     454981515        454940925        454902578        454863101        454824400        454786617        454750647        454716028        454682170        454647512        454612730        454577792        454544263        454510827        454476961        454442534        454410234        454376922        453978371   
455027086     454981523        454940933        454902586        454863135        454824434        454786633        454750654        454716044        454682188        454647520        454612748        454577800        454544073        454510629        454476979        454442542        454410242        454376930        453977498   
455027128     454981556        454940719        454902602        454862921        454824467        454786641        454750670        454716051        454682196        454647306        454612771        454577818        454544081        454510637        454476987        454442336        454410259        454376948        453977357   
455026914     454981572        454940727        454902610        454862947        454824483        454786658        454750688        454716069        454682204        454647314        454612789        454577834        454544099        454510645        454476995        454442344        454410044        454376955        453977084   
455026948     454981358        454940735        454902396        454862954        454824285        454786450        454750696        454715863        454682220        454647322        454612805        454577859        454544115        454510660        454476789        454442351        454410069        454376963        453976565   
455026963     454981408        454940750        454902404        454862988        454824293        454786476        454750738        454715871        454682014        454647330        454612813        454577867        454544123        454510678        454476797        454442377        454410085        454376971        453976367   
455026971     454981424        454940792        454902412        454863010        454824319        454786484        454750548        454715889        454682030        454647348        454612615        454577875        454544131        454510686        454476805        454442385        454410093        454376989        453976227   
455026997     454981457        454940800        454902420        454863028        454824327        454786492        454750563        454715897        454682048        454647355        454612623        454577883        454544149        454510694        454476813        454442393        454410101        454376997        453976243   
455027011     454981465        454940818        454902446        454862814        454824335        454786500        454750571        454715905        454682055        454647363        454612631        454577677        454544156        454510702        454476821        454442401        454410127        454377003        453975575   
455026807     454981234        454940826        454902453        454862822        454824343        454786526        454750589        454715921        454682063        454647389        454612649        454577701        454543950        454510710        454476839        454442419        454410135        454377011        453975112   
455026815     454981267        454940602        454902461        454862830        454824350        454786534        454750605        454715939        454682071        454647397        454612656        454577719        454543976        454510512        454476847        454442427        454410143        454376807        453975120   
455026823     454981275        454940628        454902479        454862863        454824178        454786542        454750613        454715947        454682089        454647421        454612664        454577727        454543984        454510553        454476854        454442435        454409947        454376815        453974800   
455026831     454981291        454940636        454902495        454862871        454824186        454786336        454750621        454715954        454682097        454647181        454612672        454577743        454543992        454510579        454476862        454442229        454409954        454376823        453974685   
455026849     454981325        454940644        454902289        454862897        454824202        454786344        454750423        454715962        454682105        454647199        454612680        454577750        454544016        454510595        454476870        454442237        454409962        454376856        453972978   
455026880     454981333        454940651        454902297        454862913        454824210        454786369        454750431        454715756        454682113        454647223        454612698        454577768        454544032        454510603        454476672        454442245        454409970        454376864        453972358   
455026898     454981341        454940669        454902305        454862707        454824236        454786377        454750449        454715764        454681909        454647231        454612706        454577578        454544057        454510413        454476680        454442252        454409996        454376872        453972150   
455026690     454981135        454940677        454902313        454862715        454824244        454786393        454750464        454715772        454681917        454647249        454612490        454577586        454543869        454510421        454476698        454442260        454410002        454376880        453972036   
455026708     454981150        454940685        454902321        454862731        454824251        454786401        454750472        454715780        454681925        454647256        454612508        454577594        454543877        454510439        454476706        454442278        454410010        454376906        453971939   
455026716     454981168        454940693        454902347        454862749        454824061        454786419        454750480        454715798        454681933        454647272        454612516        454577610        454543885        454510447        454476714        454442286        454410028        454376708        453971764   
455026724     454981200        454940701        454902354        454862756        454824095        454786427        454750498        454715806        454681958        454647280        454612524        454577628        454543893        454510462        454476722        454442294        454410036        454376724        453971459   
455026732     454981226        454940495        454902362        454862772        454824103        454786229        454750506        454715814        454681966        454647298        454612532        454577644        454543901        454510470        454476730        454442302        454409814        454376732        453970949   
455026757     454981036        454940503        454902370        454862780        454824111        454786237        454750308        454715822        454681974        454647082        454612565        454577669        454543927        454510488        454476748        454442310        454409822        454376740        453970709   
455026781     454981044        454940529        454902388        454862798        454824129        454786252        454750316        454715848        454681982        454647090        454612573        454577446        454543935        454510496        454476755        454442120        454409830        454376757        453970428   
455026591     454981051        454940545        454902180        454862806        454824145        454786260        454750324        454715640        454681990        454647116        454612581        454577453        454543943        454510504        454476763        454442138        454409848        454376765        453970048   
455026625     454981069        454940552        454902198        454862608        454824160        454786294        454750332        454715665        454682006        454647124        454612375        454577461        454543745        454510314        454476771        454442146        454409855        454376773        453970055   
455026641     454981101        454940560        454902206        454862616        454823964        454786328        454750357        454715673        454681784        454647132        454612391        454577479        454543752        454510322        454476565        454442153        454409863        454376781        453969024   
455026658     454981119        454940586        454902214        454862624        454823972        454786112        454750365        454715681        454681792        454647140        454612409        454577487        454543760        454510348        454476573        454442161        454409871        454376799        453968711   
455026674     454980905        454940594        454902222        454862632        454823998        454786120        454750373        454715699        454681800        454647157        454612417        454577503        454543778        454510355        454476599        454442179        454409897        454376583        453968430   
455026484     454980970        454940388        454902230        454862640        454824012        454786138        454750381        454715707        454681818        454647165        454612425        454577529        454543794        454510363        454476607        454442187        454409905        454376591        453966558   
455026518     454980988        454940404        454902248        454862657        454824038        454786153        454750191        454715715        454681842        454646969        454612433        454577537        454543802        454510389        454476615        454442195        454409913        454376617        453966343   
455026526     454980996        454940420        454902255        454862665        454824046        454786161        454750209        454715723        454681859        454646977        454612441        454577545        454543810        454510397        454476623        454442203        454409699        454376625        453966236   
455026534     454981002        454940438        454902263        454862681        454823840        454786179        454750217        454715731        454681867        454646985        454612458        454577339        454543836        454510405        454476631        454442211        454409707        454376633        453966061   
455026542     454980780        454940479        454902271        454862491        454823857        454786187        454750225        454715749        454681875        454646993        454612474        454577347        454543844        454510207        454476649        454442005        454409723        454376641        453965386   
455026559     454980806        454940487        454902073        454862517        454823865        454786195        454750233        454715533        454681883        454647009        454612250        454577354        454543620        454510215        454476656        454442013        454409731        454376666        453964561   
455026567     454980814        454940289        454902081        454862525        454823873        454786211        454750241        454715541        454681891        454647017        454612268        454577362        454543646        454510249        454476664        454442021        454409749        454376674        453963142   
455026575     454980848        454940297        454902099        454862541        454823881        454786005        454750258        454715558        454681677        454647025        454612284        454577396        454543679        454510256        454476441        454442047        454409772        454376468        453962664   
455026369     454980863        454940305        454902107        454862558        454823899        454786013        454750266        454715566        454681693        454647033        454612300        454577404        454543687        454510264        454476458        454442054        454409780        454376476        453961435   
455026377     454980897        454940313        454902115        454862566        454823907        454786021        454750274        454715574        454681701        454647041        454612318        454577420        454543711        454510272        454476466        454442062        454409798        454376484        453960700   
455026393     454980699        454940321        454902123        454862574        454823915        454786039        454750282        454715582        454681719        454647058        454612334        454577438        454543729        454510298        454476474        454442088        454409806        454376492        453960569   
455026427     454980707        454940354        454902131        454862368        454823931        454786047        454750290        454715590        454681735        454647066        454612342        454577206        454543737        454510306        454476482        454441890        454409574        454376518        453959967   
455026435     454980715        454940370        454902164        454862392        454823949        454786062        454750084        454715608        454681768        454646852        454612144        454577214        454543505        454510082        454476490        454441916        454409582        454376526        453958704   
455026443     454980731        454940164        454901950        454862400        454823741        454786088        454750092        454715616        454681776        454646860        454612169        454577222        454543513        454510090        454476508        454441932        454409608        454376534        453957730   
455026450     454980772        454940172        454901968        454862418        454823774        454786096        454750100        454715624        454681560        454646878        454612177        454577248        454543539        454510140        454476524        454441940        454409616        454376542        453956906   
455026260     454980566        454940180        454901976        454862426        454823782        454786104        454750118        454715632        454681610        454646886        454612201        454577255        454543547        454510157        454476540        454441957        454409624        454376559        453956666   


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455026302     454980574        454940206        454901984        454862251        454823808        454785890        454750126        454715434        454681669        454646894        454612235        454577263        454543554        454510165        454476557        454441973        454409632        454376567        453955734   
455026310     454980608        454940214        454901992        454862293        454823816        454785908        454750134        454715442        454681446        454646902        454612243        454577271        454543570        454510181        454476334        454441981        454409640        454376344        453955114   
455026336     454980616        454940222        454902008        454862319        454823832        454785916        454750142        454715459        454681453        454646910        454612029        454577289        454543588        454509977        454476342        454441999        454409657        454376369        453954075   
455026146     454980624        454940230        454902016        454862335        454823626        454785932        454750167        454715467        454681461        454646928        454612045        454577305        454543380        454509985        454476367        454441783        454409665        454376377        453953614   
455026153     454980640        454940248        454902024        454862343        454823642        454785957        454750175        454715483        454681479        454646951        454612052        454577099        454543398        454509993        454476383        454441791        454409673        454376385        453953275   
455026161     454980657        454940255        454902032        454862350        454823659        454785965        454750183        454715509        454681511        454646746        454612060        454577107        454543406        454510009        454476417        454441809        454409467        454376401        453952400   
455026179     454980483        454940263        454901844        454862152        454823667        454785973        454749995        454715517        454681545        454646753        454612078        454577115        454543414        454510017        454476425        454441817        454409475        454376427        453950768   
455026203     454980491        454940057        454901851        454862186        454823709        454785981        454750001        454715335        454681347        454646761        454612086        454577123        454543430        454510025        454476433        454441882        454409483        454376435        453950586   
455026211     454980509        454940073        454901869        454862194        454823717        454785783        454750019        454715343        454681388        454646779        454612094        454577131        454543448        454510033        454476201        454441676        454409491        454376237        453950198   
455026039     454980533        454940107        454901877        454862202        454823519        454785817        454750027        454715350        454681396        454646787        454612102        454577149        454543455        454510041        454476243        454441684        454409509        454376245        453949687   
455026047     454980541        454940115        454901893        454862210        454823527        454785825        454750035        454715368        454681404        454646795        454612128        454577164        454543463        454510058        454476250        454441692        454409517        454376260        453949729   
455026070     454980558        454940149        454901901        454862228        454823535        454785833        454750043        454715376        454681412        454646803        454611914        454577180        454543471        454510066        454476268        454441718        454409525        454376278        453949471   
455026088     454980327        454940156        454901919        454862236        454823550        454785841        454750050        454715384        454681420        454646811        454611922        454577198        454543489        454510074        454476276        454441734        454409541        454376286        453947285   
455026096     454980376        454939943        454901927        454862244        454823576        454785858        454750068        454715392        454681438        454646829        454611930        454576992        454543273        454509878        454476284        454441742        454409558        454376294        453945719   
455026112     454980384        454939976        454901935        454862046        454823584        454785692        454749862        454715400        454681230        454646837        454611955        454577008        454543281        454509886        454476292        454441759        454409566        454376328        453945735   
455026120     454980400        454939984        454901737        454862053        454823592        454785734        454749888        454715418        454681248        454646845        454611963        454577016        454543299        454509894        454476300        454441767        454409335        454376336        453945420   
455025924     454980442        454939992        454901745        454862061        454823600        454785742        454749896        454715426        454681255        454646639        454611971        454577024        454543307        454509902        454476318        454441775        454409350        454376120        453944126   
455025973     454980228        454940024        454901752        454862079        454823618        454785767        454749904        454715210        454681263        454646647        454611997        454577057        454543323        454509910        454476326        454441569        454409376        454376138        453943623   
455025999     454980236        454939869        454901760        454862095        454823402        454785775        454749912        454715228        454681271        454646654        454612011        454577065        454543331        454509928        454476102        454441577        454409384        454376161        453942997   
455026013     454980244        454939893        454901778        454862111        454823410        454785577        454749920        454715236        454681289        454646662        454611807        454577073        454543349        454509936        454476144        454441585        454409392        454376179        453942443   
455026021     454980269        454939919        454901786        454862129        454823428        454785593        454749938        454715244        454681297        454646670        454611815        454576869        454543356        454509944        454476177        454441593        454409418        454376195        453942229   
455025825     454980277        454939927        454901802        454862137        454823477        454785601        454749946        454715251        454681305        454646688        454611823        454576877        454543364        454509951        454476185        454441601        454409426        454376203        453941080   
455025833     454980285        454939935        454901828        454861923        454823485        454785635        454749953        454715269        454681313        454646696        454611831        454576901        454543174        454509969        454476193        454441619        454409434        454376229        453940942   
455025841     454980293        454939729        454901638        454861931        454823287        454785643        454749979        454715277        454681321        454646712        454611864        454576927        454543182        454509746        454476003        454441635        454409442        454376013        453940736   
455025858     454980319        454939745        454901646        454861949        454823303        454785650        454749755        454715285        454681115        454646720        454611872        454576950        454543190        454509779        454476011        454441643        454409228        454376021        453940785   
455025882     454980103        454939752        454901653        454861956        454823311        454785668        454749771        454715293        454681123        454646738        454611880        454576976        454543208        454509795        454476029        454441650        454409236        454376039        453940041   
455025700     454980152        454939760        454901661        454861964        454823329        454785445        454749789        454715301        454681131        454646514        454611690        454576752        454543216        454509803        454476037        454441668        454409244        454376047        453939357   
455025759     454980160        454939778        454901703        454862004        454823345        454785460        454749797        454715319        454681149        454646522        454611716        454576760        454543224        454509829        454476060        454441460        454409251        454376054        453939324   
455025767     454980178        454939786        454901513        454862012        454823360        454785478        454749805        454715103        454681156        454646530        454611724        454576778        454543232        454509837        454476094        454441486        454409269        454376062        453938441   
455025775     454980186        454939794        454901521        454862020        454823378        454785510        454749813        454715111        454681164        454646548        454611732        454576786        454543240        454509639        454475898        454441494        454409285        454376088        453501520   
455025791     454980194        454939802        454901547        454861816        454823386        454785536        454749839        454715129        454681172        454646555        454611740        454576794        454543257        454509647        454475914        454441502        454409301        454376096        453486219   
455025809     454979998        454939828        454901562        454861832        454823188        454785551        454749847        454715137        454681198        454646563        454611765        454576802        454543265        454509654        454475922        454441510        454409319        454376104        453485708   
455025593     454980012        454939620        454901570        454861840        454823204        454785346        454749649        454715152        454681206        454646589        454611799        454576828        454543067        454509662        454475948        454441528        454409111        454376112        453480857   
455025619     454980061        454939638        454901588        454861881        454823220        454785353        454749656        454715178        454681214        454646597        454611583        454576836        454543083        454509670        454475963        454441536        454409137        454375908        453479446   
455025627     454980079        454939653        454901604        454861899        454823238        454785361        454749664        454715186        454681008        454646605        454611591        454576851        454543091        454509688        454475989        454441544        454409152        454375924        453469512   
455025635     454980095        454939679        454901612        454861915        454823246        454785379        454749672        454715194        454681016        454646613        454611609        454576646        454543109        454509696        454475997        454441346        454409160        454375932        453464125   
455025668     454979881        454939687        454901414        454861709        454823253        454785395        454749698        454715202        454681024        454646621        454611617        454576661        454543117        454509704        454475773        454441379        454409178        454375940        453452211   
455025676     454979923        454939695        454901422        454861725        454823261        454785411        454749706        454714999        454681032        454646407        454611633        454576679        454543125        454509712        454475823        454441387        454409186        454375957        453449720   
455025486     454979931        454939711        454901448        454861733        454823063        454785437        454749714        454715004        454681040        454646415        454611641        454576687        454543133        454509720        454475849        454441403        454409194        454375965        453445454   
455025502     454979972        454939505        454901455        454861741        454823071        454785221        454749722        454715012        454681057        454646423        454611658        454576703        454543141        454509738        454475856        454441411        454409202        454375973        453439341   
455025528     454979980        454939513        454901463        454861758        454823089        454785239        454749730        454715020        454681065        454646431        454611492        454576711        454543166        454509563        454475864        454441429        454408998        454375981        453412215   
455025569     454979774        454939521        454901471        454861782        454823097        454785247        454749748        454715038        454681073        454646449        454611500        454576729        454542960        454509571        454475872        454441437        454409004        454376005        453389082   
455025577     454979782        454939547        454901489        454861790        454823113        454785262        454749540        454715046        454681081        454646464        454611518        454576737        454542978        454509589        454475880        454441445        454409012        454375791        453384703   
455025585     454979808        454939562        454901497        454861808        454823121        454785270        454749557        454715079        454681099        454646498        454611534        454576745        454542986        454509597        454475666        454441247        454409020        454375809        453376501   
455025411     454979816        454939588        454901505        454861592        454823139        454785288        454749565        454715087        454681107        454646282        454611542        454576539        454543000        454509613        454475682        454441254        454409038        454375817        453366221   
455025429     454979857        454939596        454901299        454861600        454823147        454785304        454749573        454715095        454680893        454646290        454611567        454576547        454543034        454509423        454475690        454441262        454409046        454375833        453363012   
455025437     454979865        454939380        454901315        454861618        454822974        454785312        454749581        454714908        454680927        454646308        454611369        454576554        454543042        454509456        454475716        454441288        454409053        454375841        453360141   
455025445     454979873        454939406        454901323        454861634        454822982        454785320        454749615        454714916        454680935        454646316        454611377        454576562        454543059        454509472        454475724        454441296        454409061        454375858        453358244   
455025460     454979667        454939414        454901331        454861642        454822990        454785098        454749623        454714924        454680943        454646324        454611443        454576570        454542846        454509480        454475740        454441304        454409079        454375866        453357980   
455025478     454979675        454939422        454901349        454861659        454823014        454785106        454749631        454714932        454680950        454646332        454611450        454576588        454542853        454509498        454475765        454441312        454408881        454375882        453081721   
455025312     454979691        454939430        454901364        454861667        454823022        454785114        454749425        454714957        454680976        454646340        454611252        454576596        454542861        454509514        454475559        454441122        454408899        454375890        453060956   
455025320     454979709        454939448        454901372        454861691        454823030        454785122        454749441        454714965        454680984        454646357        454611278        454576604        454542879        454509316        454475567        454441130        454408907        454375676        453046849   
455025346     454979717        454939471        454901380        454861485        454823048        454785130        454749458        454714981        454680992        454646365        454611294        454576612        454542895        454509324        454475583        454441155        454408923        454375684        453012056   
455025361     454979741        454939489        454901398        454861501        454823055        454785148        454749466        454714775        454680794        454646381        454611302        454576620        454542911        454509332        454475591        454441163        454408949        454375700        452993694   
455025148     454979550        454939281        454901208        454861519        454822834        454785155        454749474        454714817        454680802        454646175        454611310        454576448        454542929        454509357        454475609        454441171        454408956        454375726        452941586   
455025155     454979576        454939299        454901224        454861535        454822842        454785163        454749490        454714825        454680836        454646183        454611336        454576455        454542937        454509365        454475633        454441189        454408964        454375734        452901846   
455025163     454979584        454939307        454901240        454861394        454822859        454785197        454749508        454714858        454680844        454646191        454611344        454576471        454542945        454509381        454475641        454441197        454408972        454375742        452885262   
455025197     454979600        454939315        454901265        454861410        454822867        454784984        454749318        454714866        454680851        454646209        454611146        454576489        454542739        454509399        454475443        454441205        454408766        454375759        452882350   
455025205     454979618        454939323        454901273        454861428        454822875        454785007        454749326        454714874        454680687        454646225        454611161        454576513        454542747        454509407        454475450        454441213        454408774        454375775        452878986   
455025213     454979626        454939331        454901091        454861436        454822883        454785049        454749334        454714668        454680703        454646233        454611179        454576521        454542754        454509415        454475476        454441221        454408782        454375551        452870686   
455025221     454979634        454939349        454901109        454861444        454822891        454785056        454749359        454714676        454680711        454646241        454611187        454576315        454542770        454509209        454475484        454441007        454408790        454375569        452866932   
455025239     454979642        454939364        454901117        454861451        454822917        454785072        454749375        454714692        454680737        454646258        454611195        454576331        454542788        454509217        454475526        454441015        454408808        454375577        452853476   
455025056     454979436        454939372        454901125        454861261        454822933        454785080        454749383        454714700        454680745        454646266        454611203        454576356        454542796        454509241        454475534        454441023        454408824        454375601        452836182   
455025098     454979444        454939166        454901158        454861295        454822719        454784869        454749391        454714718        454680752        454646274        454611211        454576380        454542812        454509258        454475351        454441049        454408832        454375619        452834351   
455025130     454979477        454939174        454901174        454861303        454822735        454784893        454749417        454714742        454680760        454646076        454611229        454576398        454542838        454509266        454475369        454441064        454408857        454375627        452825060   
455024927     454979527        454939208        454900986        454861311        454822743        454784901        454749201        454714759        454680588        454646092        454611237        454576406        454542630        454509282        454475377        454441098        454408873        454375635        452808660   
455024976     454979337        454939216        454901018        454861329        454822750        454784919        454749219        454714767        454680596        454646118        454611245        454576414        454542655        454509100        454475393        454441106        454408659        454375643        452805336   
455024984     454979345        454939224        454901026        454861352        454822768        454784927        454749227        454714551        454680638        454646134        454611039        454576216        454542663        454509118        454475419        454441114        454408667        454375650        452804305   
455024992     454979352        454939232        454901034        454861360        454822776        454784935        454749235        454714569        454680646        454646167        454611047        454576224        454542671        454509126        454475435        454440892        454408675        454375445        452804123   
455024851     454979360        454939257        454901059        454861154        454822784        454784943        454749243        454714593        454680653        454645953        454611054        454576232        454542689        454509134        454475229        454440918        454408709        454375452        452795255   
455024901     454979410        454939265        454901067        454861188        454822792        454784950        454749250        454714601        454680661        454645961        454611062        454576240        454542713        454509142        454475237        454440926        454408717        454375460        452774938   
455024919     454979220        454939059        454900861        454861204        454822818        454784752        454749268        454714619        454680679        454645979        454611088        454576257        454542721        454509167        454475245        454440934        454408725        454375478        452765969   
455024695     454979246        454939067        454900887        454861246        454822602        454784802        454749300        454714627        454680471        454645987        454611096        454576265        454542531        454509175        454475294        454440959        454408733        454375486        452742349   


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455024711     454979253        454939083        454900895        454861048        454822610        454784810        454749102        454714635        454680489        454645995        454611104        454576273        454542549        454509183        454475302        454440967        454408741        454375494        452735764   
455024737     454979261        454939091        454900911        454861055        454822636        454784828        454749110        454714643        454680513        454646001        454611112        454576281        454542556        454509191        454475328        454440975        454408758        454375510        452730716   
455024786     454979287        454939109        454900929        454861063        454822644        454784836        454749128        454714445        454680539        454646019        454611120        454576299        454542564        454508995        454475146        454440991        454408527        454375528        452725450   
455024794     454979295        454939117        454900952        454861071        454822651        454784851        454749136        454714478        454680570        454646027        454610932        454576166        454542572        454509001        454475161        454440785        454408543        454375536        452722861   
455024588     454979311        454939125        454900747        454861089        454822669        454784638        454749144        454714494        454680364        454646035        454610940        454576174        454542580        454509027        454475179        454440793        454408550        454375544        452716699   
455024604     454979105        454939141        454900762        454861097        454822685        454784646        454749151        454714510        454680372        454646043        454610965        454576182        454542598        454509035        454475195        454440801        454408568        454375338        452716053   
455024612     454979113        454939158        454900788        454861105        454822701        454784661        454749169        454714528        454680380        454646050        454610981        454576190        454542606        454509050        454475203        454440819        454408592        454375346        452712466   
455024679     454979147        454938945        454900820        454861139        454822495        454784679        454749177        454714536        454680398        454645862        454610999        454576208        454542614        454509068        454475211        454440827        454408600        454375353        452331572   
455024687     454979154        454938952        454900648        454860933        454822503        454784687        454749193        454714338        454680406        454645870        454611013        454576018        454542622        454509084        454475021        454440843        454408618        454375361        452052103   
455024513     454979162        454938960        454900663        454860958        454822511        454784695        454748997        454714346        454680414        454645896        454611021        454576034        454542416        454508896        454475039        454440868        454408634        454375387        452050404   
455024539     454979170        454938978        454900697        454860974        454822529        454784703        454749029        454714353        454680422        454645904        454610817        454576042        454542424        454508904        454475047        454440678        454408642        454375395        452013931   
455024547     454979188        454938986        454900705        454860982        454822545        454784711        454749037        454714361        454680430        454645912        454610825        454576059        454542440        454508912        454475054        454440686        454408428        454375437        451969067   
455024570     454979204        454938994        454900713        454861022        454822560        454784729        454749045        454714379        454680455        454645920        454610833        454576075        454542457        454508920        454475070        454440702        454408451        454375221        451528343   
455024364     454978990        454939018        454900721        454861030        454822578        454784737        454749060        454714387        454680463        454645938        454610858        454576083        454542473        454508938        454475096        454440710        454408477        454375239        449205376   
455024380     454979006        454939034        454900739        454860818        454822594        454784521        454749086        454714395        454680257        454645748        454610866        454575903        454542481        454508946        454475104        454440728        454408493        454375247        449145192   
455024406     454979022        454939042        454900531        454860826        454822396        454784554        454749094        454714411        454680265        454645789        454610874        454575911        454542499        454508953        454474891        454440744        454408303        454375254        443864699   
455024414     454979030        454938838        454900598        454860859        454822404        454784562        454748880        454714429        454680273        454645797        454610882        454575929        454542507        454508961        454474909        454440751        454408311        454375270        443456983   
455024240     454979055        454938846        454900606        454860867        454822420        454784570        454748898        454714213        454680281        454645813        454610890        454575960        454542515        454508979        454474917        454440769        454408329        454375288        443453832   
455024265     454979063        454938853        454900614        454860875        454822461        454784588        454748906        454714221        454680299        454645821        454610916        454575978        454542309        454508763        454474933        454440777        454408337        454375296        443452214   
455024299     454979089        454938861        454900622        454860891        454822487        454784596        454748914        454714247        454680315        454645615        454610734        454575986        454542317        454508771        454474941        454440561        454408352        454375304        443451703   
455024307     454979097        454938879        454900432        454860909        454822271        454784612        454748922        454714254        454680323        454645631        454610742        454575994        454542341        454508813        454474958        454440587        454408360        454375312        443449434   
455024315     454978891        454938895        454900457        454860917        454822289        454784414        454748930        454714262        454680331        454645649        454610759        454575796        454542358        454508821        454474966        454440595        454408378        454375320        443449095   
455024323     454978917        454938903        454900465        454860701        454822297        454784422        454748955        454714270        454680356        454645664        454610775        454575804        454542366        454508847        454474974        454440603        454408394        454375122        443448451   
455024331     454978933        454938929        454900507        454860719        454822305        454784430        454748963        454714288        454680141        454645680        454610783        454575820        454542374        454508862        454474784        454440611        454408402        454375148        443447925   
455024349     454978941        454938937        454900291        454860735        454822313        454784448        454748971        454714296        454680158        454645698        454610791        454575838        454542382        454508664        454474800        454440629        454408196        454375171        443446737   
455024141     454978958        454938721        454900317        454860743        454822321        454784455        454748773        454714304        454680174        454645706        454610809        454575846        454542390        454508672        454474818        454440645        454408204        454375189        443445754   
455024166     454978966        454938762        454900325        454860768        454822339        454784463        454748799        454714312        454680182        454645714        454610593        454575853        454542408        454508698        454474834        454440652        454408220        454375197        443443254   
455024174     454978974        454938770        454900341        454860784        454822347        454784471        454748807        454714114        454680190        454645508        454610627        454575861        454542192        454508706        454474842        454440660        454408238        454375205        443442868   
455024182     454978982        454938796        454900358        454860800        454822362        454784489        454748815        454714130        454680208        454645516        454610643        454575879        454542200        454508714        454474859        454440447        454408261        454375213        443440391   
455024208     454978784        454938812        454900366        454860594        454822370        454784497        454748823        454714148        454680216        454645532        454610650        454575887        454542218        454508722        454474867        454440462        454408279        454375007        443438320   
455024224     454978792        454938820        454900374        454860602        454822156        454784505        454748831        454714155        454680240        454645565        454610668        454575895        454542226        454508730        454474883        454440470        454408287        454375015        443438148   
455024034     454978818        454938614        454900390        454860628        454822164        454784307        454748849        454714163        454680034        454645573        454610684        454575689        454542234        454508755        454474677        454440488        454408295        454375023        443437397   
455024067     454978826        454938630        454900184        454860636        454822180        454784315        454748856        454714189        454680059        454645581        454610478        454575697        454542242        454508557        454474693        454440496        454408089        454375049        443437173   
455024083     454978834        454938655        454900192        454860644        454822198        454784323        454748872        454714197        454680067        454645599        454610502        454575705        454542259        454508573        454474701        454440504        454408105        454375056        443436894   
455024125     454978842        454938663        454900218        454860669        454822230        454784331        454748666        454714205        454680075        454645607        454610544        454575713        454542267        454508581        454474719        454440512        454408113        454375064        443436357   
455023937     454978867        454938671        454900226        454860677        454822248        454784349        454748674        454713991        454680091        454645409        454610551        454575721        454542275        454508599        454474727        454440520        454408121        454375072        443435862   
455023945     454978875        454938697        454900234        454860685        454822255        454784398        454748682        454714007        454680109        454645417        454610569        454575739        454542283        454508615        454474735        454440538        454408139        454375080        443436076   
455023952     454978677        454938705        454900259        454860693        454822040        454784406        454748716        454714015        454680117        454645425        454610585        454575762        454542291        454508623        454474750        454440546        454408147        454375098        443435409   
455023960     454978685        454938713        454900283        454860487        454822057        454784208        454748724        454714031        454680125        454645433        454610361        454575770        454542085        454508631        454474768        454440553        454408154        454374893        443435441   
455023986     454978693        454938523        454900077        454860495        454822065        454784216        454748732        454714049        454680133        454645441        454610387        454575788        454542093        454508649        454474560        454440330        454408170        454374919        443435482   
455023994     454978701        454938531        454900085        454860529        454822073        454784224        454748757        454714056        454679911        454645458        454610395        454575580        454542101        454508656        454474578        454440348        454408188        454374927        443435037   
455024018     454978719        454938549        454900093        454860560        454822081        454784232        454748765        454714072        454679952        454645466        454610403        454575598        454542119        454508474        454474610        454440389        454407974        454374935        443435169   
455023812     454978735        454938564        454900101        454860370        454822099        454784240        454748567        454714080        454679960        454645482        454610411        454575606        454542127        454508482        454474628        454440397        454407982        454374943        443435292   
455023820     454978743        454938598        454900119        454860388        454822107        454784273        454748575        454714098        454679978        454645490        454610429        454575614        454542168        454508490        454474636        454440405        454407990        454374950        443434709   
455023846     454978750        454938606        454900127        454860396        454822115        454784281        454748583        454714106        454680026        454645292        454610437        454575622        454542184        454508508        454474651        454440413        454408006        454374968        443434725   
455023861     454978552        454938374        454900135        454860404        454822123        454784299        454748591        454713900        454679804        454645300        454610445        454575648        454541970        454508516        454474669        454440421        454408014        454374976        443434253   
455023879     454978586        454938416        454900143        454860420        454822149        454784083        454748609        454713918        454679812        454645326        454610452        454575655        454541988        454508524        454474446        454440439        454408022        454374984        443434378   
455023895     454978594        454938432        454900176        454860438        454821943        454784117        454748617        454713926        454679820        454645342        454610247        454575671        454542028        454508334        454474453        454440231        454408030        454374992        443434121   
455023713     454978602        454938440        454899964        454860446        454821950        454784125        454748641        454713942        454679838        454645359        454610262        454575473        454542036        454508342        454474461        454440249        454408063        454374786        443432968   
455023739     454978628        454938465        454899980        454860461        454821968        454784133        454748443        454713959        454679846        454645367        454610270        454575507        454542044        454508359        454474487        454440256        454408071        454374802        443433149   
455023747     454978636        454938473        454899998        454860479        454821976        454784141        454748450        454713967        454679853        454645375        454610288        454575515        454542069        454508375        454474503        454440264        454407867        454374828        443432281   
455023762     454978446        454938275        454900002        454860263        454821992        454784166        454748468        454713975        454679861        454645383        454610296        454575523        454542077        454508383        454474511        454440272        454407875        454374836        443431820   
455023796     454978453        454938283        454900028        454860271        454822008        454784174        454748476        454713777        454679879        454645391        454610304        454575531        454541855        454508391        454474529        454440280        454407891        454374844        443431259   
455023580     454978479        454938291        454900036        454860339        454822016        454784182        454748484        454713785        454679887        454645201        454610312        454575549        454541863        454508409        454474537        454440298        454407909        454374851        443431184   
455023606     454978487        454938358        454900044        454860347        454822024        454783960        454748500        454713793        454679903        454645219        454610320        454575564        454541871        454508425        454474545        454440306        454407933        454374869        443430376   
455023622     454978503        454938184        454900051        454860362        454822032        454783978        454748518        454713801        454679697        454645227        454610338        454575374        454541889        454508227        454474552        454440116        454407941        454374877        443429287   
455023630     454978529        454938192        454899857        454860149        454821877        454783994        454748542        454713819        454679705        454645235        454610346        454575408        454541905        454508243        454474339        454440124        454407958        454374885        443429162   
455023648     454978537        454938218        454899873        454860156        454821885        454784000        454748336        454713827        454679721        454645243        454610130        454575416        454541913        454508250        454474347        454440140        454407966        454374687        443428479   
455023655     454978347        454938226        454899881        454860172        454821901        454784018        454748344        454713835        454679739        454645268        454610148        454575424        454541939        454508268        454474362        454440157        454407743        454374695        443427836   
455023663     454978354        454938234        454899899        454860206        454821935        454784034        454748351        454713850        454679747        454645284        454610155        454575432        454541947        454508276        454474370        454440165        454407750        454374703        443426499   
455023465     454978362        454938242        454899907        454860214        454821737        454784042        454748377        454713868        454679762        454645060        454610171        454575440        454541954        454508284        454474388        454440173        454407768        454374711        443425954   
455023473     454978388        454938051        454899923        454860248        454821778        454784067        454748385        454713660        454679770        454645078        454610189        454575457        454541756        454508300        454474404        454440181        454407776        454374729        443424155   
455023481     454978396        454938069        454899931        454860032        454821786        454784075        454748401        454713686        454679788        454645086        454610197        454575465        454541764        454508326        454474412        454440199        454407784        454374745        443423785   
455023499     454978404        454938077        454899949        454860040        454821794        454783853        454748419        454713694        454679796        454645102        454610205        454575242        454541772        454508110        454474222        454440207        454407800        454374752        443420799   
455023507     454978412        454938093        454899741        454860065        454821828        454783861        454748435        454713702        454679598        454645128        454610213        454575259        454541798        454508144        454474230        454440215        454407818        454374760        443419882   
455023523     454978420        454938101        454899758        454860073        454821620        454783879        454748245        454713710        454679614        454645136        454610221        454575267        454541806        454508151        454474255        454440009        454407834        454374778        443420088   
455023564     454978438        454937939        454899766        454860081        454821638        454783887        454748260        454713728        454679622        454645144        454610239        454575283        454541814        454508169        454474263        454440025        454407859        454374570        443419122   
455023572     454978222        454937954        454899774        454860107        454821646        454783895        454748278        454713736        454679630        454645169        454610023        454575291        454541822        454508177        454474271        454440033        454407636        454374588        443418819   
455023358     454978230        454937962        454899782        454860115        454821653        454783911        454748294        454713744        454679648        454644949        454610031        454575317        454541830        454508193        454474289        454440041        454407644        454374596        443417928   
455023366     454978248        454937996        454899790        454860131        454821679        454783937        454748302        454713769        454679655        454644956        454610049        454575333        454541848        454508201        454474297        454440058        454407651        454374604        443418017   
455023382     454978255        454938002        454899816        454859943        454821687        454783945        454748310        454713561        454679663        454644964        454610056        454575135        454541632        454508219        454474305        454440066        454407669        454374612        443417662   
455023390     454978263        454938028        454899824        454859950        454821695        454783952        454748112        454713579        454679481        454644972        454610064        454575150        454541640        454508003        454474313        454440074        454407677        454374646        443417118   
455023424     454978271        454937822        454899832        454859968        454821703        454783754        454748138        454713587        454679515        454645003        454610072        454575168        454541657        454508029        454474321        454440090        454407693        454374653        443417258   


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455023432     454978289        454937830        454899840        454859984        454821505        454783770        454748146        454713595        454679523        454645011        454610080        454575176        454541673        454508037        454474115        454440108        454407701        454374661        443414818   
455023457     454978297        454937855        454899634        454859992        454821513        454783788        454748153        454713603        454679531        454645029        454610098        454575184        454541699        454508045        454474123        454439886        454407719        454374455        443413224   
455023242     454978115        454937863        454899642        454860008        454821521        454783804        454748161        454713611        454679572        454645037        454610106        454575226        454541707        454508052        454474149        454439894        454407727        454374471        443413349   
455023259     454978149        454937897        454899659        454860016        454821539        454783812        454748179        454713629        454679580        454645052        454610114        454575234        454541715        454508060        454474156        454439902        454407529        454374489        443412689   
455023267     454978156        454937921        454899675        454860024        454821547        454783846        454748187        454713637        454679382        454644832        454610122        454575002        454541723        454508078        454474164        454439910        454407537        454374497        443413000   
455023283     454978164        454937731        454899691        454859810        454821554        454783630        454748195        454713652        454679390        454644840        454609918        454575069        454541525        454508086        454474172        454439928        454407545        454374505        443412366   
455023291     454978172        454937749        454899717        454859836        454821562        454783648        454748203        454713454        454679408        454644857        454609926        454575077        454541558        454508094        454474180        454439936        454407552        454374513        443412382   
455023309     454978180        454937756        454899725        454859844        454821570        454783663        454748039        454713470        454679416        454644881        454609934        454575085        454541566        454508102        454474214        454439944        454407560        454374521        443410667   
455023325     454978198        454937772        454899733        454859869        454821588        454783689        454748047        454713496        454679424        454644899        454609942        454575093        454541574        454507898        454474008        454439951        454407578        454374547        443409149   
455023341     454978206        454937806        454899527        454859703        454821604        454783705        454748054        454713504        454679432        454644717        454609959        454575101        454541590        454507906        454474016        454439985        454407586        454374554        443409248   
455023143     454978008        454937608        454899535        454859711        454821398        454783713        454748088        454713512        454679457        454644758        454609967        454574898        454541616        454507914        454474032        454439993        454407594        454374331        443408786   
455023226     454978016        454937624        454899550        454859729        454821414        454783721        454747908        454713538        454679465        454644766        454609983        454574914        454541624        454507922        454474040        454439779        454407602        454374349        443408372   
455023234     454978040        454937632        454899568        454859737        454821422        454783523        454747916        454713330        454679473        454644782        454609991        454574922        454541426        454507930        454474073        454439787        454407628        454374356        443406483   
455023010     454978057        454937665        454899576        454859778        454821430        454783549        454747924        454713363        454679275        454644790        454610007        454574930        454541434        454507955        454474081        454439795        454407404        454374372        443405576   
455023028     454978065        454937681        454899584        454859794        454821448        454783572        454747932        454713371        454679283        454644592        454610015        454574948        454541442        454507963        454474099        454439811        454407438        454374398        443403035   
455023036     454978073        454937699        454899592        454859802        454821463        454783580        454747940        454713389        454679291        454644600        454609801        454574955        454541459        454507989        454473885        454439829        454407453        454374406        443401385   
455023044     454978081        454937491        454899600        454859604        454821471        454783606        454747965        454713405        454679341        454644618        454609827        454574971        454541467        454507997        454473893        454439837        454407461        454374414        443401591   
455023069     454978099        454937509        454899618        454859638        454821489        454783614        454747973        454713413        454679358        454644626        454609835        454574997        454541475        454507799        454473919        454439860        454407479        454374422        443400213   
455023077     454977893        454937517        454899626        454859653        454821497        454783416        454747981        454713439        454679366        454644642        454609850        454574781        454541483        454507807        454473927        454439662        454407487        454374430        443397963   
455023085     454977901        454937533        454899410        454859661        454821281        454783424        454747999        454713223        454679168        454644659        454609868        454574799        454541491        454507815        454473943        454439670        454407503        454374448        453938078   
455023119     454977919        454937558        454899436        454859679        454821323        454783440        454748005        454713231        454679176        454644667        454609876        454574815        454541509        454507831        454473950        454439688        454407511        454374224        453937849   
455022913     454977927        454937566        454899444        454859687        454821349        454783457        454747775        454713249        454679192        454644691        454609884        454574823        454541517        454507849        454473968        454439696        454407289        454374232        453937476   
455022921     454977950        454937574        454899451        454859497        454821356        454783465        454747791        454713264        454679200        454644485        454609892        454574831        454541301        454507856        454473976        454439704        454407297        454374257        453936601   
455022947     454977976        454937582        454899469        454859513        454821372        454783481        454747809        454713272        454679218        454644493        454609900        454574849        454541319        454507872        454473984        454439712        454407321        454374265        453936213   
455022970     454977984        454937392        454899477        454859521        454821380        454783507        454747817        454713280        454679226        454644519        454609694        454574880        454541335        454507880        454473760        454439738        454407339        454374273        453936114   
455022806     454977992        454937418        454899485        454859539        454821174        454783291        454747841        454713298        454679234        454644535        454609710        454574666        454541350        454507674        454473778        454439746        454407347        454374281        453936122   
455022814     454977794        454937426        454899501        454859547        454821182        454783309        454747858        454713306        454679242        454644543        454609736        454574674        454541368        454507682        454473794        454439753        454407354        454374299        453935942   
455022822     454977810        454937459        454899519        454859562        454821190        454783325        454747882        454713314        454679259        454644568        454609744        454574682        454541376        454507690        454473810        454439548        454407362        454374307        453935611   
455022848     454977828        454937467        454899303        454859570        454821224        454783333        454747676        454713116        454679044        454644576        454609751        454574708        454541384        454507708        454473844        454439555        454407370        454374315        453934887   
455022889     454977836        454937475        454899329        454859588        454821240        454783358        454747684        454713124        454679051        454644584        454609769        454574716        454541202        454507716        454473851        454439563        454407388        454374323        453934945   
455022897     454977844        454937483        454899337        454859372        454821273        454783374        454747718        454713132        454679069        454644378        454609777        454574724        454541210        454507724        454473869        454439571        454407396        454374109        453933244   
455022699     454977851        454937319        454899360        454859406        454821075        454783382        454747734        454713140        454679077        454644394        454609785        454574732        454541228        454507732        454473653        454439613        454407164        454374125        453931735   
455022715     454977869        454937327        454899378        454859414        454821091        454783390        454747742        454713157        454679085        454644402        454609793        454574757        454541244        454507740        454473661        454439621        454407172        454374141        453931594   
455022723     454977877        454937335        454899394        454859422        454821117        454783408        454747759        454713165        454679093        454644410        454609595        454574765        454541251        454507757        454473679        454439654        454407180        454374166        453930349   
455022731     454977885        454937343        454899188        454859430        454821125        454783192        454747767        454713173        454679101        454644428        454609603        454574567        454541269        454507765        454473687        454439423        454407198        454374174        453929564   
455022764     454977679        454937350        454899196        454859455        454821133        454783200        454747569        454713181        454679119        454644444        454609629        454574575        454541277        454507773        454473711        454439449        454407214        454374182        453928087   
455022772     454977711        454937368        454899212        454859463        454821158        454783218        454747577        454713207        454679127        454644261        454609645        454574583        454541285        454507567        454473737        454439456        454407222        454374190        453927469   
455022590     454977737        454937160        454899220        454859471        454821166        454783242        454747619        454713009        454679135        454644279        454609652        454574591        454541293        454507575        454473745        454439464        454407255        454373994        453926859   
455022616     454977745        454937178        454899238        454859273        454820945        454783259        454747627        454713025        454679143        454644337        454609678        454574609        454541111        454507583        454473752        454439472        454407263        454374000        453923815   
455022632     454977752        454937186        454899246        454859281        454820960        454783267        454747635        454713033        454678921        454644345        454609504        454574617        454541129        454507591        454473547        454439480        454407271        454374018        453923559   
455022640     454977760        454937194        454899253        454859299        454820978        454783275        454747643        454713041        454678939        454644352        454609512        454574633        454541137        454507609        454473554        454439514        454407057        454374026        453921355   
455022459     454977778        454937202        454899261        454859307        454820994        454783283        454747650        454713058        454678954        454644360        454609520        454574641        454541145        454507617        454473562        454439522        454407073        454374034        453916645   
455022467     454977570        454937244        454899295        454859315        454821000        454783077        454747452        454713066        454678962        454644170        454609538        454574468        454541152        454507625        454473596        454439530        454407081        454374059        453914699   
455022509     454977588        454937251        454899071        454859323        454821018        454783085        454747460        454713074        454678970        454644188        454609553        454574484        454541160        454507641        454473604        454439316        454407099        454374075        453913618   
455022525     454977604        454937269        454899089        454859356        454821042        454783093        454747478        454713082        454679002        454644196        454609561        454574492        454541178        454507658        454473612        454439324        454407115        454374083        453913089   
455022533     454977620        454937053        454899097        454859364        454820838        454783119        454747502        454713108        454679010        454644212        454609579        454574500        454541186        454507666        454473620        454439332        454407131        454374091        453911083   
455022335     454977463        454937095        454899105        454859166        454820853        454783127        454747510        454712894        454679028        454644220        454609389        454574542        454541194        454507435        454473638        454439340        454407149        454373895        453909855   
455022400     454977471        454937111        454899113        454859182        454820861        454783135        454747536        454712902        454678814        454644238        454609397        454574559        454540980        454507450        454473448        454439373        454407156        454373903        453909715   
455022418     454977489        454937129        454899121        454859208        454820887        454783143        454747544        454712910        454678822        454644246        454609405        454574351        454540998        454507468        454473455        454439381        454406950        454373911        453908543   
455022426     454977505        454937152        454899139        454859216        454820895        454783150        454747338        454712928        454678848        454644253        454609413        454574369        454541004        454507484        454473463        454439399        454406984        454373929        453908162   
455022228     454977513        454936931        454899154        454859224        454820903        454783168        454747346        454712936        454678863        454644048        454609421        454574377        454541012        454507492        454473471        454439407        454406992        454373937        453908196   
455022244     454977521        454936972        454898958        454859240        454820929        454783176        454747353        454712944        454678871        454644055        454609447        454574385        454541020        454507500        454473489        454439415        454407008        454373952        453908022   
455022251     454977554        454936980        454898966        454859257        454820937        454782962        454747361        454712969        454678889        454644071        454609454        454574401        454541038        454507518        454473497        454439217        454407016        454373960        453905705   
455022293     454977356        454936998        454898982        454859042        454820739        454782970        454747379        454712977        454678897        454644089        454609462        454574419        454541046        454507526        454473505        454439225        454407024        454373978        453904617   
455022301     454977364        454937004        454899006        454859059        454820754        454782988        454747395        454712993        454678905        454644097        454609470        454574427        454541053        454507534        454473513        454439233        454407032        454373986        453900318   
455022319     454977372        454937020        454899014        454859067        454820788        454782996        454747403        454712779        454678913        454644105        454609272        454574435        454541061        454507328        454473521        454439241        454407040        454373770        453899528   
455022327     454977380        454937038        454899048        454859075        454820796        454783002        454747411        454712787        454678707        454644113        454609280        454574245        454541079        454507336        454473315        454439258        454406836        454373788        453898736   
455022111     454977398        454936816        454899055        454859083        454820820        454783010        454747437        454712795        454678723        454644139        454609298        454574260        454540873        454507344        454473323        454439266        454406844        454373796        453898595   
455022129     454977406        454936865        454899063        454859133        454820614        454783028        454747239        454712803        454678731        454644147        454609314        454574278        454540899        454507351        454473349        454439274        454406851        454373812        453898140   
455022137     454977414        454936873        454898842        454859141        454820648        454783036        454747247        454712811        454678749        454643958        454609322        454574286        454540907        454507369        454473356        454439282        454406869        454373820        453897456   
455022160     454977422        454936881        454898867        454858945        454820655        454783044        454747262        454712829        454678756        454643966        454609330        454574302        454540915        454507377        454473364        454439290        454406893        454373846        453897118   
455022186     454977240        454936899        454898891        454858952        454820663        454782855        454747288        454712837        454678764        454643974        454609348        454574310        454540923        454507385        454473372        454439092        454406901        454373853        453895732   
455022038     454977257        454936923        454898909        454858960        454820671        454782871        454747304        454712845        454678772        454643982        454609355        454574328        454540949        454507401        454473398        454439100        454406919        454373861        453895450   
455022046     454977281        454936717        454898933        454858978        454820705        454782897        454747114        454712852        454678780        454643990        454609363        454574344        454540956        454507419        454473406        454439118        454406927        454373879        453895278   
455022087     454977299        454936725        454898735        454858986        454820713        454782905        454747122        454712860        454678798        454644006        454609371        454574138        454540964        454507427        454473422        454439126        454406935        454373663        453894693   
455021915     454977307        454936741        454898743        454858994        454820523        454782921        454747130        454712878        454678590        454644014        454609165        454574146        454540972        454507203        454473208        454439134        454406729        454373689        453893778   
455021923     454977315        454936758        454898750        454859000        454820549        454782947        454747148        454712662        454678608        454643826        454609173        454574153        454540766        454507211        454473216        454439142        454406737        454373697        453889248   
455021949     454977331        454936774        454898768        454859026        454820556        454782954        454747155        454712670        454678616        454643834        454609207        454574187        454540774        454507260        454473224        454439167        454406745        454373705        453887556   
455021956     454977125        454936782        454898776        454859034        454820564        454782749        454747163        454712688        454678624        454643867        454609215        454574195        454540782        454507278        454473232        454439175        454406752        454373713        453884744   
455021998     454977141        454936790        454898784        454858820        454820572        454782756        454747171        454712696        454678632        454643883        454609223        454574203        454540790        454507286        454473240        454439183        454406760        454373721        453879553   
455021816     454977174        454936600        454898792        454858838        454820598        454782772        454747189        454712704        454678640        454643891        454609231        454574211        454540816        454507310        454473265        454439191        454406778        454373739        453879058   
455021824     454977182        454936626        454898800        454858846        454820606        454782798        454747197        454712712        454678665        454643909        454609249        454574229        454540824        454507112        454473273        454438987        454406786        454373747        453877102   
455021857     454977190        454936634        454898826        454858853        454820390        454782806        454747213        454712720        454678483        454643925        454609256        454574237        454540832        454507120        454473281        454438995        454406794        454373754        453876492   


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455021865     454977216        454936642        454898834        454858861        454820408        454782814        454747007        454712738        454678491        454643727        454609058        454574021        454540857        454507138        454473299        454439019        454406802        454373762        453876377   
455021675     454977059        454936667        454898628        454858887        454820416        454782822        454747023        454712746        454678525        454643735        454609066        454574039        454540659        454507153        454473307        454439027        454406810        454373523        453875676   
455021683     454977075        454936675        454898644        454858911        454820424        454782657        454747031        454712753        454678533        454643743        454609074        454574054        454540667        454507161        454473091        454439035        454406612        454373549        453875718   
455021709     454977083        454936683        454898669        454858929        454820432        454782665        454747049        454712555        454678541        454643750        454609082        454574062        454540675        454507179        454473109        454439050        454406620        454373556        453875304   
455021717     454976903        454936485        454898693        454858713        454820440        454782673        454747056        454712563        454678574        454643768        454609124        454574070        454540683        454507187        454473117        454439068        454406638        454373564        453871113   
455021725     454976929        454936493        454898701        454858721        454820457        454782681        454747072        454712589        454678376        454643776        454609132        454574088        454540691        454506999        454473125        454439076        454406646        454373580        453870040   
455021758     454976937        454936501        454898719        454858739        454820499        454782699        454747080        454712613        454678384        454643792        454609140        454574096        454540717        454507021        454473133        454439084        454406653        454373598        453868986   
455021766     454976945        454936519        454898511        454858747        454820283        454782707        454747098        454712639        454678400        454643800        454608944        454574104        454540733        454507039        454473141        454438870        454406661        454373606        453868911   
455021550     454976952        454936527        454898537        454858754        454820291        454782715        454747106        454712449        454678418        454643586        454608951        454574112        454540758        454507047        454473158        454438888        454406679        454373614        453868184   
455021568     454976960        454936535        454898552        454858762        454820309        454782731        454746892        454712456        454678426        454643602        454608969        454574120        454540543        454507062        454473166        454438896        454406687        454373622        453867269   
455021576     454976986        454936543        454898560        454858770        454820317        454782517        454746900        454712464        454678434        454643628        454608977        454573916        454540568        454507070        454473174        454438904        454406695        454373630        453867335   
455021600     454977000        454936550        454898586        454858788        454820325        454782525        454746934        454712472        454678442        454643644        454608985        454573924        454540576        454507096        454473190        454438912        454406703        454373648        453866774   
455021634     454976796        454936568        454898594        454858804        454820333        454782533        454746942        454712498        454678459        454643651        454608993        454573932        454540584        454506882        454472994        454438920        454406505        454373416        453866659   
455021642     454976804        454936584        454898602        454858648        454820341        454782558        454746975        454712514        454678269        454643669        454609009        454573940        454540600        454506890        454473000        454438938        454406513        454373432        453866139   
455021493     454976812        454936378        454898420        454858671        454820358        454782566        454746983        454712530        454678277        454643677        454609017        454573957        454540618        454506908        454473018        454438953        454406521        454373440        453865883   
455021519     454976838        454936386        454898453        454858697        454820366        454782574        454746991        454712548        454678285        454643693        454609025        454573965        454540626        454506916        454473026        454438961        454406539        454373457        453865727   
455021329     454976846        454936394        454898461        454858499        454820176        454782582        454746785        454712332        454678301        454643479        454609041        454573999        454540634        454506932        454473034        454438979        454406547        454373465        453863946   
455021352     454976853        454936410        454898495        454858507        454820184        454782590        454746801        454712340        454678319        454643487        454608837        454574005        454540642        454506940        454473042        454438763        454406562        454373473        453863698   
455021386     454976861        454936428        454898297        454858515        454820192        454782608        454746819        454712373        454678343        454643503        454608845        454574013        454540436        454506957        454473059        454438771        454406570        454373481        453861601   
455021394     454976887        454936444        454898305        454858531        454820200        454782616        454746827        454712381        454678350        454643511        454608852        454573809        454540444        454506965        454473067        454438789        454406588        454373499        453861213   
455021402     454976895        454936451        454898313        454858564        454820234        454782400        454746835        454712399        454678368        454643529        454608860        454573817        454540451        454506973        454473075        454438797        454406596        454373507        453859373   
455021410     454976689        454936477        454898321        454858580        454820242        454782418        454746843        454712415        454678178        454643537        454608878        454573825        454540469        454506981        454473083        454438805        454406604        454373515        453858961   
455021246     454976697        454936295        454898339        454858598        454820259        454782434        454746850        454712423        454678186        454643552        454608894        454573833        454540477        454506775        454472879        454438813        454406398        454373291        453853970   
455021261     454976705        454936311        454898347        454858382        454820267        454782459        454746868        454712431        454678202        454643560        454608902        454573858        454540485        454506783        454472887        454438839        454406406        454373309        453852816   
455021279     454976721        454936360        454898354        454858390        454820275        454782467        454746884        454712233        454678228        454643578        454608910        454573866        454540493        454506791        454472895        454438847        454406422        454373317        453852527   
455021295     454976739        454936154        454898362        454858408        454820069        454782483        454746694        454712241        454678236        454643370        454608928        454573874        454540501        454506809        454472903        454438862        454406430        454373325        453852170   
455021113     454976747        454936162        454898388        454858416        454820077        454782491        454746702        454712258        454678251        454643388        454608936        454573890        454540519        454506817        454472911        454438664        454406448        454373341        453851719   
455021121     454976754        454936170        454898396        454858424        454820093        454782285        454746710        454712266        454678061        454643404        454608738        454573692        454540527        454506825        454472929        454438672        454406455        454373358        453847139   
455021139     454976770        454936188        454898198        454858432        454820101        454782293        454746728        454712274        454678079        454643420        454608746        454573700        454540535        454506833        454472937        454438680        454406463        454373366        453847055   
455021162     454976572        454936204        454898248        454858465        454820127        454782301        454746736        454712282        454678087        454643438        454608753        454573718        454540337        454506841        454472960        454438698        454406471        454373374        453847071   
455020990     454976580        454936220        454898271        454858473        454820143        454782319        454746777        454712290        454678129        454643446        454608761        454573726        454540345        454506858        454472978        454438706        454406299        454373382        453846123   
455021006     454976606        454936238        454898073        454858481        454820150        454782335        454746587        454712308        454678137        454643461        454608787        454573742        454540352        454506874        454472770        454438714        454406307        454373390        453843013   
455021014     454976614        454936246        454898115        454858283        454819954        454782343        454746603        454712118        454678145        454643230        454608795        454573759        454540360        454506668        454472788        454438722        454406315        454373408        453840647   
455021022     454976622        454936048        454898123        454858309        454819962        454782368        454746611        454712126        454678152        454643248        454608811        454573767        454540378        454506684        454472796        454438730        454406323        454373176        453840340   
455020958     454976630        454936055        454898164        454858317        454819970        454782384        454746629        454712134        454677956        454643263        454608829        454573775        454540386        454506692        454472804        454438748        454406349        454373184        453840324   
455020974     454976648        454936063        454897950        454858325        454819996        454782178        454746645        454712159        454677972        454643271        454608639        454573791        454540402        454506718        454472812        454438755        454406356        454373192        453839805   
455020784     454976655        454936071        454897968        454858333        454820002        454782186        454746660        454712167        454678004        454643289        454608647        454573593        454540410        454506726        454472820        454438557        454406364        454373218        453838989   
455020792     454976671        454936089        454897992        454858358        454820010        454782194        454746678        454712175        454678012        454643297        454608654        454573601        454540428        454506734        454472838        454438565        454406372        454373226        453835688   
455020800     454976465        454936097        454898008        454858366        454820036        454782202        454746454        454712183        454678020        454643305        454608662        454573619        454540220        454506742        454472846        454438573        454406380        454373234        453835290   
455020818     454976473        454936105        454898016        454858168        454819848        454782228        454746462        454712191        454678038        454643313        454608670        454573635        454540238        454506759        454472853        454438581        454406174        454373242        453833790   
455020834     454976481        454936113        454898024        454858218        454819855        454782269        454746470        454712209        454678046        454643321        454608688        454573650        454540246        454506767        454472861        454438599        454406182        454373259        453833436   
455020859     454976499        454936121        454898032        454858226        454819863        454782277        454746488        454712019        454677865        454643339        454608712        454573668        454540253        454506551        454472648        454438607        454406190        454373267        453833345   
455020677     454976507        454936139        454898040        454858234        454819871        454782061        454746520        454712027        454677873        454643347        454608720        454573676        454540261        454506569        454472655        454438615        454406216        454373275        453833386   
455020685     454976515        454936147        454898057        454858242        454819889        454782087        454746538        454712035        454677881        454643131        454608514        454573684        454540279        454506577        454472663        454438623        454406224        454373283        453832651   
455020701     454976549        454935933        454897851        454858267        454819897        454782095        454746553        454712050        454677899        454643149        454608522        454573478        454540303        454506585        454472671        454438631        454406240        454373069        453832503   
455020743     454976564        454935941        454897869        454858077        454819905        454782111        454746348        454712068        454677931        454643156        454608530        454573486        454540311        454506593        454472689        454438649        454406265        454373077        453831448   
455020750     454976358        454935958        454897877        454858085        454819939        454782137        454746363        454712076        454677733        454643164        454608555        454573494        454540329        454506601        454472697        454438425        454406273        454373085        453831216   
455020552     454976366        454935966        454897885        454858093        454819947        454782145        454746371        454712084        454677741        454643172        454608563        454573502        454540113        454506619        454472705        454438441        454406067        454373093        453831018   
455020560     454976382        454935974        454897893        454858101        454819723        454782152        454746397        454712092        454677758        454643180        454608571        454573528        454540121        454506627        454472713        454438458        454406075        454373101        453830507   
455020578     454976390        454935982        454897919        454858119        454819731        454782160        454746405        454712100        454677774        454643198        454608589        454573536        454540139        454506635        454472739        454438466        454406091        454373127        453828923   
455020628     454976408        454935990        454897943        454858127        454819749        454781964        454746413        454711896        454677782        454643206        454608597        454573544        454540147        454506643        454472754        454438474        454406109        454373135        453825747   
455020636     454976424        454936006        454897745        454858143        454819814        454781972        454746421        454711904        454677808        454643008        454608605        454573551        454540162        454506650        454472515        454438482        454406117        454373143        453823858   
455020438     454976457        454936014        454897752        454858150        454819822        454781980        454746439        454711912        454677816        454643016        454608613        454573569        454540170        454506452        454472531        454438490        454406125        454373150        453823379   
455020453     454976242        454936022        454897760        454857954        454819616        454782004        454746249        454711920        454677824        454643024        454608621        454573577        454540188        454506460        454472549        454438508        454406133        454372947        453823197   
455020461     454976275        454936030        454897778        454857970        454819624        454782020        454746256        454711938        454677626        454643032        454608407        454573361        454540196        454506478        454472598        454438532        454406141        454372954        453823262   
455020503     454976309        454935826        454897786        454857988        454819632        454782046        454746264        454711946        454677634        454643040        454608415        454573379        454540204        454506486        454472606        454438300        454406158        454372962        453823064   
455020529     454976317        454935834        454897802        454858002        454819657        454782053        454746298        454711987        454677642        454643057        454608423        454573395        454540212        454506510        454472614        454438318        454406166        454372970        453822413   
455020347     454976325        454935842        454897828        454858010        454819665        454781832        454746306        454711995        454677659        454643065        454608449        454573403        454540014        454506528        454472390        454438326        454405952        454372996        453819096   
455020354     454976333        454935859        454897836        454858028        454819673        454781840        454746322        454711789        454677675        454643073        454608456        454573411        454540022        454506536        454472408        454438334        454405960        454373002        453817421   
455020362     454976135        454935867        454897620        454858036        454819681        454781857        454746330        454711797        454677691        454643081        454608464        454573429        454540030        454506544        454472416        454438342        454405978        454373010        453732083   
455020370     454976150        454935875        454897638        454857830        454819699        454781865        454746140        454711805        454677709        454643099        454608506        454573437        454540055        454506338        454472424        454438359        454405986        454373044        453725061   
455020412     454976168        454935883        454897646        454857848        454819707        454781873        454746157        454711821        454677725        454643115        454608308        454573445        454540063        454506346        454472432        454438375        454405994        454373051        453697401   
455020420     454976176        454935891        454897653        454857855        454819715        454781899        454746165        454711839        454677519        454642893        454608316        454573452        454540089        454506353        454472440        454438383        454406018        454372830        453668832   
455020222     454976184        454935909        454897687        454857897        454819509        454781907        454746181        454711847        454677535        454642919        454608324        454573460        454540097        454506361        454472465        454438409        454406026        454372848        453625410   
455020230     454976192        454935917        454897695        454857905        454819517        454781915        454746199        454711862        454677543        454642935        454608332        454573270        454540105        454506387        454472473        454438417        454406034        454372855        453607731   
455020248     454976226        454935925        454897703        454857723        454819533        454781931        454746215        454711672        454677550        454642943        454608365        454573288        454539891        454506395        454472481        454438193        454406042        454372863        453607020   
455020255     454976234        454935727        454897729        454857731        454819541        454781725        454746223        454711680        454677576        454642968        454608373        454573296        454539909        454506403        454472507        454438201        454406059        454372871        453603466   
455020271     454976028        454935735        454897513        454857749        454819558        454781733        454746231        454711706        454677584        454642984        454608399        454573304        454539925        454506411        454472283        454438219        454405846        454372897        453594483   
455020297     454976036        454935743        454897539        454857756        454819566        454781766        454746025        454711714        454677592        454642992        454608175        454573312        454539933        454506429        454472291        454438227        454405853        454372905        453577744   
455020107     454976044        454935750        454897547        454857764        454819574        454781774        454746033        454711722        454677600        454642778        454608183        454573320        454539941        454506221        454472309        454438235        454405861        454372913        453566671   
455020123     454976069        454935768        454897554        454857806        454819582        454781782        454746041        454711730        454677618        454642786        454608191        454573346        454539990        454506239        454472317        454438243        454405879        454372921        453555567   
455020180     454976077        454935776        454897562        454857814        454819590        454781808        454746066        454711748        454677402        454642794        454608217        454573353        454539784        454506254        454472333        454438250        454405887        454372939        453546657   
455020206     454976085        454935784        454897570        454857624        454819608        454781816        454746082        454711755        454677410        454642802        454608225        454573148        454539792        454506262        454472358        454438268        454405895        454372723        453540585   


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455020008     454976101        454935792        454897588        454857640        454819392        454781824        454746090        454711763        454677436        454642828        454608233        454573155        454539800        454506270        454472366        454438276        454405903        454372731        453534836   
455020032     454975905        454935818        454897596        454857673        454819400        454781642        454746108        454711565        454677444        454642844        454608241        454573171        454539818        454506288        454472374        454438284        454405911        454372749        453530081   
455020057     454975921        454935602        454897604        454857707        454819418        454781659        454746116        454711573        454677451        454642851        454608266        454573189        454539834        454506304        454472176        454438292        454405945        454372756        453528663   
455020065     454975939        454935610        454897612        454857491        454819426        454781675        454746124        454711599        454677469        454642869        454608274        454573197        454539842        454506312        454472184        454438086        454405747        454372764        453516155   
455019885     454975947        454935636        454897406        454857533        454819434        454781683        454745910        454711607        454677485        454642877        454608282        454573205        454539859        454506320        454472200        454438102        454405754        454372772     
455019901     454975970        454935644        454897414        454857541        454819442        454781691        454745936        454711615        454677493        454642661        454608068        454573213        454539875        454506122        454472218        454438110        454405762        454372780     
455019927     454975988        454935651        454897422        454857558        454819459        454781709        454745944        454711649        454677501        454642687        454608076        454573221        454539883        454506130        454472226        454438128        454405796        454372798     
455019943     454975996        454935669        454897430        454857566        454819467        454781717        454745951        454711656        454677287        454642695        454608084        454573247        454539685        454506148        454472242        454438144        454405812        454372806     
455019950     454975798        454935685        454897448        454857574        454819475        454781519        454745985        454711466        454677303        454642703        454608092        454573056        454539693        454506163        454472267        454438169        454405820        454372814     
455019968     454975806        454935693        454897455        454857582        454819483        454781527        454745993        454711474        454677311        454642711        454608118        454573064        454539701        454506171        454472275        454438177        454405838        454372822     
455019786     454975822        454935701        454897463        454857590        454819491        454781535        454746009        454711490        454677329        454642729        454608126        454573072        454539727        454506189        454472069        454438185        454405622        454372608     
455019828     454975855        454935495        454897471        454857392        454819285        454781543        454746017        454711508        454677337        454642737        454608134        454573080        454539743        454506197        454472077        454437971        454405630        454372616     
455019851     454975863        454935503        454897489        454857400        454819293        454781550        454745803        454711516        454677378        454642745        454608142        454573106        454539750        454506205        454472085        454437989        454405648        454372632     
455019869     454975871        454935511        454897497        454857418        454819301        454781568        454745811        454711524        454677170        454642752        454608159        454573114        454539768        454506213        454472101        454437997        454405655        454372640     
455019877     454975889        454935537        454897299        454857426        454819319        454781576        454745829        454711532        454677188        454642562        454608167        454573122        454539578        454506007        454472119        454438003        454405663        454372657     
455019661     454975681        454935552        454897307        454857442        454819327        454781584        454745837        454711334        454677196        454642570        454607961        454573130        454539586        454506023        454472127        454438011        454405671        454372665     
455019679     454975699        454935560        454897315        454857467        454819335        454781592        454745845        454711342        454677204        454642588        454607979        454572926        454539602        454506056        454472135        454438029        454405689        454372673     
455019711     454975707        454935594        454897323        454857475        454819350        454781402        454745852        454711359        454677212        454642604        454607995        454572942        454539610        454506072        454472143        454438037        454405697        454372699     
455019760     454975723        454935388        454897331        454857483        454819368        454781428        454745860        454711383        454677238        454642638        454608001        454572959        454539628        454506106        454472150        454438060        454405705        454372707     
455019547     454975731        454935396        454897349        454857277        454819376        454781436        454745878        454711391        454677246        454642646        454608019        454572967        454539636        454505900        454471954        454438078        454405713        454372715     


SCHEDULE B

REPRESENTATIONS AND WARRANTIES OF THE SELLER AND THE SERVICER

1. Characteristics of Receivables. Each Receivable (A) was originated (i) by AmeriCredit, (ii) by an Originating Affiliate and was validly assigned by such Originating Affiliate to AmeriCredit or (iii) by a Dealer and purchased by AmeriCredit from such Dealer under an existing Dealer Agreement or pursuant to a Dealer Assignment with AmeriCredit and was validly assigned by such Dealer to AmeriCredit pursuant to a Dealer Assignment, (B) was originated by AmeriCredit, such Originating Affiliate or such Dealer for the retail sale of a Financed Vehicle in the ordinary course of AmeriCredit’s, such Originating Affiliate’s or the Dealer’s business, in each case was originated in accordance with AmeriCredit’s credit policies and was fully and properly executed by the parties thereto, and AmeriCredit, each Originating Affiliate and each Dealer had all necessary licenses and permits to originate Receivables in the state where AmeriCredit, each such Originating Affiliate or each such Dealer was located, (C) contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for realization against the collateral security, (D) is a Receivable which provides for level monthly payments (provided that the period in the first Collection Period and the payment in the final Collection Period of the Receivable may be minimally different from the normal period and level payment) which, if made when due, shall fully amortize the Amount Financed over the original term and (E) has not been amended or collections with respect to which waived, other than as evidenced in the Receivable File or the Servicer’s electronic records relating thereto.

2. No Fraud or Misrepresentation. Each Receivable was originated (i) by AmeriCredit, (ii) by an Originating Affiliate and was assigned by the Originating Affiliate to AmeriCredit, or (iii) by a Dealer and was sold by the Dealer to AmeriCredit, and was sold by AmeriCredit to the Seller without any fraud or misrepresentation on the part of such Originating Affiliate or Dealer or AmeriCredit in any case.

3. Compliance with Law. All requirements of applicable federal, state and local laws, and regulations thereunder (including, without limitation, usury laws, the Federal Truth-in-Lending Act, the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Fair Debt Collection Practices Act, the Federal Trade Commission Act, the Magnuson-Moss Warranty Act, the Federal Reserve Board’s Regulations “B” and “Z” (including amendments to the Federal Reserve’s Official Staff Commentary to Regulation Z, effective October 1, 1998, concerning negative equity loans), the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Servicemembers Civil Relief Act, each applicable state Motor Vehicle Retail Installment Sales Act, the Gramm-Leach-Bliley Act and state adaptations of the National Consumer Act and of the Uniform Consumer Credit Code and other consumer credit laws and equal credit opportunity and disclosure laws) in respect of the Receivables and the Financed Vehicles, have been complied with in all material respects, and each Receivable and the sale of the Financed Vehicle evidenced by each Receivable complied at the time it was originated or made and now complies in all material respects with all applicable legal requirements.

4. Origination. Each Receivable was originated in the United States.

 

SCH-B-1


5. Binding Obligation. Each Receivable represents the genuine, legal, valid and binding payment obligation of the Obligor thereon, enforceable by the holder thereof in accordance with its terms, except (A) as enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting the enforcement of creditors’ rights generally and by equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (B) as such Receivable may be modified by the application after the Cutoff Date of the Servicemembers Civil Relief Act, as amended; and all parties to each Receivable had full legal capacity to execute and deliver such Receivable and all other documents related thereto and to grant the security interest purported to be granted thereby.

6. No Government Obligor. No Obligor is the United States of America or any State or any agency, department, subdivision or instrumentality thereof.

7. Obligor Bankruptcy. At the Cutoff Date no Obligor had been identified on the records of AmeriCredit as being the subject of a current bankruptcy proceeding.

8. Schedule of Receivables. The information set forth in the Schedule of Receivables has been produced from the Electronic Ledger and was true and correct in all material respects as of the close of business on the Cutoff Date.

9. Marking Records. Each of AmeriCredit and the Seller has indicated in its files that the Receivables have been sold to the Trust pursuant to the Sale and Servicing Agreement and Granted to the Trust Collateral Agent pursuant to the Indenture. Further, AmeriCredit has indicated in its computer files that the Receivables are owned by the Trust.

10. Computer Tape. The Computer Tape made available by the Seller to the Trust on the Closing Date was complete and accurate as of the Cutoff Date and includes a description of the same Receivables that are described in the Schedule of Receivables.

11. Adverse Selection. No selection procedures adverse to the Noteholders were utilized in selecting the Receivables from those receivables owned by the Seller which met the selection criteria set forth in clauses (A) through (M) of number 29 of this Schedule B.

12. Chattel Paper. The Receivables constitute “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the States of Texas, New York, Nevada and Delaware.

13. One Original. There is only one original executed copy (or with respect to “electronic chattel paper”, one authoritative copy) of each Contract. With respect to Contracts that are “electronic chattel paper”, each authoritative copy (a) is unique, identifiable and unalterable (other than with the participation of the Trust Collateral Agent in the case of an addition or amendment of an identified assignee and other than a revision that is readily identifiable as an authorized or unauthorized revision), (b) has been marked with a legend to the following effect: “Authoritative Copy” and (c) has been communicated to and is maintained by or on behalf of the Custodian.

 

SCH-B-2


14. Not an Authoritative Copy. With respect to Contracts that are “electronic chattel paper”, the Seller has marked all copies of each such Contract other than an authoritative copy with a legend to the following effect: “This is not an authoritative copy.”

15. Revisions. With respect to Contracts that are “electronic chattel paper”, the related Receivables have been established in a manner such that (a) all copies or revisions that add or change an identified assignee of the authoritative copy of each such Contract must be made with the participation of the Trust Collateral Agent and (b) all revisions of the authoritative copy of each such Contract are readily identifiable as an authorized or unauthorized revision.

16. Pledge or Assignment. With respect to Contracts that are “electronic chattel paper”, the authoritative copy of each Contract communicated to the Custodian has no marks or notations indicating that it has been pledged, assigned or otherwise conveyed to any Person other than the Trust Collateral Agent.

17. Receivable Files Complete. There exists a Receivable File pertaining to each Receivable and such Receivable File contains the original Lien Certificate or a copy of the application therefor. Related documentation concerning the Receivable, including any documentation regarding modifications of the Contract, will be maintained electronically by the Servicer in accordance with customary policies and procedures. Each of such documents which is required to be signed by the Obligor has been signed by the Obligor in the appropriate spaces. All blanks on any form have been properly filled in and each form has otherwise been correctly prepared. With respect to any Receivables that are tangible chattel paper, the complete Receivable File, including a fully executed original of the Contract, for each Receivable currently is in the possession of the Custodian.

18. Receivables in Force. No Receivable has been satisfied, subordinated or rescinded, and the Financed Vehicle securing each such Receivable has not been released from the lien of the related Receivable in whole or in part. No terms of any Receivable have been waived, altered or modified in any respect since its origination, except by instruments or documents identified in the Receivable File or the Servicer’s electronic records.

19. Lawful Assignment. No Receivable was originated in, or is subject to the laws of, any jurisdiction the laws of which would make unlawful, void or voidable the sale, transfer and assignment of such Receivable under this Agreement or pursuant to transfers of the Notes. The Seller has not entered into any agreement with any Person that prohibits, restricts or conditions the sale of any Receivable by the Seller.

20. Good Title. Immediately prior to the conveyance of the Receivables to the Trust pursuant to this Agreement, the Seller was the sole owner thereof and had good and indefeasible title thereto, free of any Lien and, upon execution and delivery of this Agreement by the Seller, the Trust shall have good and indefeasible title to and will be the sole owner of such Receivables, free of any Lien. No Dealer has a participation in, or other right to receive, proceeds of any Receivable. The Seller has not taken any action to convey any right to any Person that would result in such Person having a right to payments received under the related Insurance Policies or the related Dealer Agreements or Dealer Assignments or to payments due under such Receivables.

 

SCH-B-3


21. Security Interest in Financed Vehicle. Each Receivable created or shall create a valid, binding and enforceable first priority security interest in favor of AmeriCredit (or an Originating Affiliate which first priority security interest has been assigned to AmeriCredit) in the Financed Vehicle. The Lien Certificate for each Financed Vehicle shows, or if a new or replacement Lien Certificate is being applied for with respect to such Financed Vehicle the Lien Certificate will be received within 180 days of the Closing Date and will show, AmeriCredit or an Originating Affiliate named (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) as the original secured party under each Receivable as the holder of a first priority security interest in such Financed Vehicle. With respect to each Receivable for which the Lien Certificate has not yet been returned from the Registrar of Titles, AmeriCredit or the related Originating Affiliate has applied for or received written evidence from the related Dealer that such Lien Certificate showing AmeriCredit, an Originating Affiliate or the Issuer (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction), as applicable, as first lienholder has been applied for and the Originating Affiliate’s security interest has been validly assigned by the Originating Affiliate to AmeriCredit and AmeriCredit’s security interest (assigned by AmeriCredit to the Seller pursuant to the Purchase Agreement) has been validly assigned by the Seller to the Trust pursuant to this Agreement. This Agreement creates a valid and continuing security interest (as defined in the UCC) in the Receivables in favor of the Trust, which security interest is prior to all other Liens, and is enforceable as such against creditors of and purchasers from the Seller. Immediately after the sale, transfer and assignment by the Seller to the Trust, each Receivable will be secured by an enforceable and perfected first priority security interest in the Financed Vehicle in favor of the Trust Collateral Agent as secured party, which security interest is prior to all other Liens upon and security interests in such Financed Vehicle which now exist or may hereafter arise or be created (except, as to priority, for any lien for taxes, labor or materials affecting a Financed Vehicle). As of the Cutoff Date, there were no Liens or claims for taxes, work, labor or materials affecting a Financed Vehicle which are or may be Liens prior or equal to the Liens of the related Receivable.

22. All Filings Made. All filings (including, without limitation, UCC filings (including, without limitation, the filing by the Seller of all appropriate financing statements in the proper filing office in the State of Nevada under applicable law in order to perfect the security interest in the Receivables granted to the Trust hereunder)) required to be made by any Person and actions required to be taken or performed by any Person in any jurisdiction to give the Trust and the Trust Collateral Agent a first priority perfected lien on, or ownership interest in, the Receivables and the proceeds thereof and the Other Conveyed Property have been made, taken or performed.

23. No Impairment. The Seller has not done anything to convey any right to any Person that would result in such Person having a right to payments due under the Receivables or otherwise to impair the rights of the Trust, the Trustee, the Trust Collateral Agent and the Noteholders in any Receivable or the proceeds thereof. Other than the security interest granted to the Trust pursuant to this Agreement and except any other security interests that have been fully released and discharged as of the Closing Date, the Seller has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables other than any financing statement relating to the security interest granted to the Trust hereunder or that has been terminated. The Seller is not aware of any judgment, ERISA or tax lien filings against it.

 

SCH-B-4


24. Receivable Not Assumable. No Receivable is assumable by another Person in a manner which would release the Obligor thereof from such Obligor’s obligations to the owner thereof with respect to such Receivable.

25. No Defenses. No Receivable is subject to any right of rescission, setoff, counterclaim or defense, including the defense of usury, and the operation of any of the terms of any Receivable, or the exercise of any right thereunder, will not render such Receivable unenforceable in whole or in part and no such right has been asserted or threatened with respect to any Receivable.

26. No Default. There has been no default, breach, violation or event permitting acceleration under the terms of any Receivable (other than payment delinquencies of not more than 30 days), and no condition exists or event has occurred and is continuing that with notice, the lapse of time or both would constitute a default, breach, violation or event permitting acceleration under the terms of any Receivable, and there has been no waiver of any of the foregoing. As of the Cutoff Date no Financed Vehicle had been repossessed.

27. Insurance. At the time of an origination of a Receivable by AmeriCredit, an Originating Affiliate or a Dealer, each Financed Vehicle is required to be covered by a comprehensive and collision insurance policy (i) in an amount at least equal to the lesser of (a) its maximum insurable value and (b) the principal amount due from the Obligor under the related Receivable, (ii) naming AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) as loss payee and (iii) insuring against loss and damage due to fire, theft, transportation, collision and other risks generally covered by comprehensive and collision coverage. Each Receivable requires the Obligor to maintain physical loss and damage insurance, naming AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) and its successors and assigns as additional insured parties, and each Receivable permits the holder thereof to obtain physical loss and damage insurance at the expense of the Obligor if the Obligor fails to do so. No Financed Vehicle is insured under a policy of Force-Placed Insurance on the related Cutoff Date.

28. Remaining Principal Balance. At the Cutoff Date the Principal Balance of each Receivable set forth in the Schedule of Receivables is true and accurate in all material respects.

29. Certain Characteristics of the Receivables.

(A) Each Receivable had a remaining maturity, as of the Cutoff Date, of not less than 3 months and not more than 72 months.

(B) Each Receivable had an original maturity, as of the Cutoff Date, of not less than 3 months and not more than 72 months.

(C) Each Receivable had a remaining Principal Balance, as of the Cutoff Date, of at least $250 and not more than $85,000.

 

SCH-B-5


(D) Each Receivable had an Annual Percentage Rate, as of the Cutoff Date, of at least 1% and not more than 33%.

(E) No Receivable was more than 30 days past due as of the Cutoff Date.

(F) No funds had been advanced by AmeriCredit, any Originating Affiliate, any Dealer, or anyone acting on behalf of any of them in order to cause any Receivable to qualify under clause (E) above.

(G) Each Obligor had a billing address in the United States as of the date of origination of the related Receivable, is a natural person and is not an Affiliate of any party to the Basic Documents.

(H) Each Receivable is denominated in, and each Contract provides for payment in, United States dollars.

(I) Each Receivable is identified on the Servicer’s master servicing records as a retail automobile installment sales contract.

(J) Each Receivable arose under a Contract that is assignable without the consent of, or notice to, the Obligor thereunder, and does not contain a confidentiality provision that purports to restrict the ability of the Servicer to exercise its rights under the Sale and Servicing Agreement, including, without limitation, its right to review the Contract.

(K) Each Receivable arose under a Contract with respect to which AmeriCredit has performed all obligations required to be performed by it thereunder, and, in the event such Contract is an installment sales contract, delivery of the Financed Vehicle to the related Obligor has occurred.

(L) No automobile related to a Receivable was held in repossession inventory as of the Cutoff Date.

(M) No Obligor was in bankruptcy as of the Cutoff Date.

30. No Further Amounts Owed on the Receivables. At the time each Receivable was acquired from an Originating Affiliate or a Dealer, no further amounts were owed by Seller to the Obligor under the Receivable.

31. Interest Calculation. Each Contract provides for the calculation of interest payable thereunder under either the “simple interest” method, the “Rule of 78’s” method or the “precomputed interest” method.

32. Lockbox Account. Each Obligor has been, or will be, directed to make all payments on their related Receivable to the Lockbox Processor for deposit into the Lockbox Account.

33. Transfer. Each Receivable prohibits the sale or transfer of the Financed Vehicle without the consent of the Seller.

 

SCH-B-6


34. Prepayment. Each Receivable allows for prepayment and partial prepayments without penalty and requires that a prepayment by the related Obligor will fully pay the principal balance and accrued interest through the date of prepayment based on the Receivable’s Annual Percentage Rate.

35. Lien Enforcement. Each Receivable provides for enforcement of the lien or the clear legal right of repossession, as applicable, on the Financed Vehicle securing such Receivable.

36. Prospectus Supplement Description. Each Receivable conforms, and all Receivables in the aggregate conform, in all material respects to the description thereof set forth in the Prospectus Supplement.

37. Risk of Loss. Each Contract contains provisions requiring the Obligor to assume all risk of loss or malfunction on the related Financed Vehicle, requiring the Obligor to pay all sales, use, property, excise and other similar taxes imposed on or with respect to the Financed Vehicle and making the Obligor liable for all payments required to be made thereunder, without any setoff, counterclaim or defense for any reason whatsoever, subject only to the Obligor’s right of quiet enjoyment.

38. Leasing Business. To the best of the Seller’s and the Servicer’s knowledge, as appropriate, no Obligor is a Person involved in the business of leasing or selling equipment of a type similar to the Obligor’s related Financed Vehicle.

39. Consumer Leases. No Receivable constitutes a “consumer lease” under either (a) the UCC as in effect in the jurisdiction the law of which governs the Receivable or (b) the Consumer Leasing Act, 15 USC 1667.

40. Perfection. The Seller has taken all steps necessary to perfect AmeriCredit’s security interest against the related Obligors in the property securing the Receivables and will take all necessary steps on behalf of the Trust to maintain the Trust’s perfection of the security interest created by each Receivable in the related Financed Vehicle.

 

SCH-B-7


SCHEDULE C

SERVICING POLICIES AND PROCEDURES

Note: Applicable Time Periods Will Vary by State

Compliance with state collection laws is required of all AmeriCredit Collection Personnel. Additionally, AmeriCredit has chosen to follow the guidelines of the Federal Fair Debt Collection Practices Act (FDCPA).

The Collection Process

AmeriCredit mails each customer a monthly billing statement 16 to 20 days before payment is due.

 

A. All accounts are issued to the Computer Assisted Collection System (CACS) as early as 5 days delinquent or at such other dates of delinquency as determined by historical payment patterns of the account.

 

B. The CACS segregates accounts into two major groups: loans 5-45 days delinquent and those over 45 days delinquent.

 

C. Loans delinquent up to 45 days are then further segregated into two groups: accounts that can be called on the automated dialer and accounts that are called manually.

 

D. Loans up to 45 days delinquent that can be called on the automated dialer are routed through AmeriCredit’s dialing system. The system automatically dials the phone number related to a delinquent account and transfers it to the next available account representative.

 

E. Loans without good phone numbers are called manually, through the CACS system, or in a preview dialer campaign.

 

F. All reasonable collection efforts are made in an attempt to prevent these accounts from becoming 30+ days delinquent.

 

G. When an account reaches anywhere between 31 and 41 days delinquent, a representative determines if any default notification is required based on state regulations.

 

H. When an account exceeds 45 days delinquent, the loan is assigned to a 46+ collection team which will continue the collection effort until resolution. If the account cannot be resolved through normal collection efforts (i.e., satisfactory payment arrangements) then the account may be submitted for repossession approval. An officer must approve all repossession requests.

 

I. CACS allows each collector to accurately document and update each customer file when contact (verbal or written) is made.

 

SCH-C-1


Repossessions

If repossession of the collateral occurs, the following steps are taken:

 

A. Proper authorities are notified (if applicable).

 

B. An inventory of all personal property is taken and a condition report is prepared on the vehicle.

 

C. Written notification, as required by state law, is sent to the customer(s) stating their rights of redemption or reinstatement along with information on how to obtain any personal property that was in the vehicle at the time of repossession.

 

D. Written request to the originating dealer for all refunds due for dealer adds is made.

 

E. Collateral disposition through public or private sale, (dictated by state law), in a commercially reasonable manner, through a third-party auto auction.

 

F. After the collateral is liquidated, the debtor(s) is notified in writing of the deficiency balance owed, if any.

Use of Due Date Changes

Due dates may be changed subject to the following conditions:

 

A. The account is contractually current or will be brought current with the due date change.

 

B. Due date changes cannot exceed the total of 30 days over the life of the contract.

 

C. The first installment payment has been paid in full.

 

D. Only one due date change in a twelve month period.

Any exceptions to the above stated policy must be approved by the appropriate level of authority.

Use of Payment Deferments

A payment deferral is offered to customers who have the desire and capacity to make future payments but who have encountered temporary financial difficulties.

 

A. A minimum of six payments have been made on the account and a minimum of six payments have been made since the most recent deferment (if any).

 

B. The account will be brought current with the deferment.

 

C. A deferment fee is collected on accounts where allowed by state law.

 

D. A deferment form is obtained on accounts where required by state law.

 

SCH-C-2


E. No more than eight total payments may be deferred over the life of the loan.

Any exceptions to the above stated policy must be approved by the appropriate level of authority.

Charge-Offs

It is AmeriCredit’s policy that any account that is not successfully recovered by 120 days delinquent on the last day of the calendar month is submitted to an Officer for approval and charge-off.

It is AmeriCredit’s policy to carry all Chapter 13 bankruptcy accounts until 120 days delinquent. A partial charge-off is taken for the unsecured portion of the account. On fully reaffirmed Chapter 7 bankruptcy accounts, the accounts can be deferred current at the time of discharge.

Deficiency Collections

Collections on charged-off accounts are continued internally and/or assigned to third party collection agencies for deficiency balances.

 

SCH-C-3


Exhibit A

AmeriCredit Automobile Receivables Trust 2015-1

Class A-1 .30000 % Asset Backed Notes

Class A-2A .77 % Asset Backed Notes

Class A-2B Floating Rate Asset Backed Notes

Class A-3 1.26 % Asset Backed Notes

Class B 1.88 % Asset Backed Notes

Class C 2.51 % Asset Backed Notes

Class D 2.95 % Asset Backed Notes

Class E 3.54 % Asset Backed Notes

Servicer’s Certificate

This Servicer’s Certificate has been prepared pursuant to Section 4.9 of the Sale and Servicing Agreement among AmeriCredit Automobile Receivables Trust 2015-1, as Issuer, AmeriCredit Financial Services, Inc., as Servicer, AFS SenSub Corp., as Seller, and The Bank Of New York Mellon, N.A., as the Trust Collateral Agent, dated as of January 13, 2015. Defined terms have the meanings assigned to them in the Sale and Servicing Agreement or in other Transaction Documents.

 

Monthly Period Beginning:

Monthly Period Ending:

Prev. Distribution/Close Date:

Distribution Date:

Days of Interest for Period:

Days in Collection Period:

Months Seasoned:

Purchases

  Units   Start Date   Closing Date   Original
Pool Balance

Initial Purchase

       
       
 

 

 

 

 

 

 

 

Total

       
 

 

 

 

 

 

 

 

 

 

I. MONTHLY PERIOD RECEIVABLES PRINCIPAL BALANCE CALCULATION:

 

{1}      Beginning of period Aggregate Principal Balance

    {1}  
     

 

 Monthly Principal Amounts

     

{2}      Collections on Receivables outstanding at end of period

    {2}       
   

 

 

{3}      Collections on Receivables paid off during period

    {3}       
   

 

 

{4}      Receivables becoming Liquidated Receivables during period

    {4}       
   

 

 

{5}      Receivables becoming Purchased Receivables during period

    {5}       
   

 

 

{6}      Other Receivables adjustments

    {6}       
   

 

 

{7}      Less amounts allocable to Interest

    {7}       
   

 

 

{8}      Total Monthly Principal Amounts

    {8}  
     

 

{9}     End of period Aggregate Principal Balance

    {9}  
     

 

{10}   Pool Factor

    {10}  
     

 

 

II.                 MONTHLY PERIOD NOTE BALANCE CALCULATION:      Class A-1    Class A-2A    Class A-2B    Class A-3    Class B

{11}   Original Note Balance

     {11}                  
     

 

  

 

  

 

  

 

  

 

{12}   Beginning of period Note Balance

     {12}                  
     

 

  

 

  

 

  

 

  

 

{13}   Noteholders’ Principal Distributable Amount

     {13}                  

{14}   Noteholders’ Accelerated Principal Amount

     {14}                  

{15}   Aggregate Principal Parity Amount

     {15}                  

{16}   Matured Principal Shortfall

     {16}                  
     

 

  

 

  

 

  

 

  

 

{17}   End of period Note Balance

     {17}                  
     

 

  

 

  

 

  

 

  

 

{18}   Note Pool Factors

     {18}                  
            Class C    Class D    Class E         TOTAL

{19}   Beginning of period Note Balance

     {19}                  
     

 

  

 

  

 

  

 

  

 

{20}   Noteholders’ Principal Distributable Amount

     {20}                  

{21}   Noteholders’ Accelerated Principal Amount

     {21}                  

{22}   Aggregate Principal Parity Amount

     {22}                  

{23}   Matured Principal Shortfall

     {23}                  
     

 

  

 

  

 

  

 

  

 

{24}   End of period Note Balance

     {24}                  
     

 

  

 

  

 

  

 

  

 

{25}   Note Pool Factors

     {25}                  
     

 

  

 

  

 

  

 

  

 

 

1


III.

   

CALCULATION OF STEP-DOWN AMOUNT:

        
 

{26}

 

Ending Pool Balance

   {26}      
                            

 

 
 

{27}

 

14.50% of Ending Aggregate Principal Balance

   {27}      
                          

 

   
 

{28}

 

Less Specified Reserve Balance

   {28}      
                          

 

   
 

{29}

 

Sum of {27} and {28}

   {29}      
                          

 

   
 

{30}

 

Required Pro Forma Note Balance {26}—{29}

   {30}      
                            

 

 
 

{31}

 

Beginning Note Balance

   {31}      
                          

 

   
 

{32}

 

Total Monthly Principal Amount

   {32}      
                          

 

   
 

{33}

 

Pro-Forma Note Balance (Assuming 100% Pay-down)

   {33}      
                            

 

 
 

{34}

 

Excess of Required Pro-forma over Pro-forma Balance

   {34}      
                            

 

 
 

{35}

 

Pool Balance minus Pro-forma Note Balance not less than .50% Original Pool Balance ($        )

   {35}      
                            

 

 
 

{36}

 

Step-Down Amount Lesser of {34} or {35}

   {36}      
                              

 

IV.

   

CALCULATION OF PRINCIPAL DISTRIBUTABLE AMOUNT:

        
 

{37}

 

Total Monthly Principal Amounts

     {37}    
                            

 

 
 

{38}

 

Step-down Amount

     {38}    
                            

 

 
 

{39}

 

Principal Distributable Amount

     {39}    
                              

 

V.

    CALCULATION OF INTEREST DISTRIBUTABLE AMOUNT:         
                              
       

Class

   Beginning Note
Balance
   Interest
Carryover
   Interest
Rate
   Days    Days Basis   

Calculated
Interest

           
 

{40}

 

Class A—1

                       
 

{41}

 

Class A—2A

                       
 

{42}

 

Class A—2B

                       
 

{43}

 

Class A—3

                       
 

{44}

 

Class B

                       
 

{45}

 

Class C

                       
 

{46}

 

Class D

                       
 

{47}

 

Class E

                       
                              

VI.

    RECONCILIATION OF COLLECTION ACCOUNT:      
    Available Funds:                        
   

{48}

   Collections on Receivables during period (net of Liquidation Proceeds and Fees)   {48}    
                            

 

 
   

{49}

   Liquidation Proceeds collected during period   {49}    
                            

 

 
   

{50}

   Purchase Amounts or amounts from Servicer deposited in Collection Account   {50}    
                            

 

 
   

{51}

   Investment Earnings—Collection Account   {51}    
                            

 

 
   

{52}

   From Reserve Acct—Investment Earnings, Reserve Acct Withdrawal, Excess Specified Reserve over Note Bal   {52}    
                            

 

 
   

{53}

   Collection of Supplemental Servicing—Extension Fees   {53}    
                            

 

 
   

{54}

   Collection of Supplemental Servicing—Repo and Recovery Fees Advanced   {54}    
                            

 

 
   

{55}

   Collection of Supplemental Servicing—Late Fees, Prepayment Penalty Fees & Force Placed Insurance   {55}    
                            

 

 
   

{56}

   Total Available Funds   {56}    
                              

 

    Distributions:                           
   

{57}

   Base Servicing Fee   {57}    
                            

 

 
   

{58}

   Repo and Recovery Fees—reimbursed to Servicer   {58}    
                            

 

 
   

{59}

   Bank Service Charges—reimbursed to Servicer   {59}    
                            

 

 
   

{60}

   Late Fees, Prepayment Penalty Fees & Force Placed Insurance—to Servicer   {60}    
                            

 

 
   

{61}

   Trustee and Trust Collateral Agent Fees   {61}    
                            

 

 
   

{62}

   Owner Trustee Fee   {62}    
                            

 

 
   

{63}

   Class A-1 Noteholders’ Interest Distributable Amount pari passu   {63}    
                            

 

 
   

{64}

   Class A-2A Noteholders’ Interest Distributable Amount pari passu   {64}    
                            

 

 
   

{65}

   Class A-2B Noteholders’ Interest Distributable Amount pari passu   {65}    
                            

 

 
   

{66}

   Class A-3 Noteholders’ Interest Distributable Amount pari passu   {66}    
                            

 

 
   

{67}

   Class A Noteholders’ Principal Parity Amount or Matured Principal Shortfall   {67}    
                            

 

 
   

{68}

   Class B Noteholders’ Interest Distributable Amount   {68}    
                            

 

 
   

{69}

   Class B Noteholders’ Principal Parity Amount or Matured Principal Shortfall   {69}    
                            

 

 
   

{70}

   Class C Noteholders’ Interest Distributable Amount   {70}    
                            

 

 
   

{71}

   Class C Noteholders’ Principal Parity Amount or Matured Principal Shortfall   {71}    
                            

 

 
   

{72}

   Class D Noteholders’ Interest Distributable Amount   {72}    
                            

 

 
   

{73}

   Class D Noteholders’ Principal Parity Amount or Matured Principal Shortfall   {73}    
                            

 

 
   

{74}

   Class E Noteholders’ Interest Distributable Amount   {74}    
                            

 

 
   

{75}

   Class E Noteholders’ Principal Parity Amount or Matured Principal Shortfall   {75}    
                            

 

 
   

{76}

   Noteholders’ Principal Distributable Amount   {76}    
                            

 

 
   

{77}

   To the Reserve Account, the Reserve Account Deposit   {77}    
                            

 

 
   

{78}

   To the Noteholders, the Accelerated Principal Amount (as calculated below)   {78}    
                            

 

 
   

{79}

   Add’l fees (Trustee, Owner Trustee, Trust Collateral Agent, Lockbox Bank & Processor)   {79}    
                            

 

 
   

{80}

   To the Certificateholders, the aggregate amount remaining   {80}    
                            

 

 
   

{81}

   Total Distributions   {81}    
                              

 

 

2


VlI.   

CALCULATION OF PRINCIPAL PARITY AMOUNT:

 

    

Class

  

(X)

Cumulative
Note Balance

  

(Y)
Pool
Balance

  

(I)
Excess of
(X) - (Y)

  

(II)
Available Funds
in Waterfall

  

Lesser of
(I) or (II)

              
{82}    Class A                        
{83}    Class B                        
{84}    Class C                        
{85}    Class D                        
{86}    Class E                        
     

 

  

 

  

 

  

 

  

 

        
{87}    Total                        
     

 

  

 

  

 

  

 

  

 

        
VlII.    CALCULATION OF ACCELERATED PRINCIPAL AMOUNT:
{88}    Excess Available Funds    {88}      
                       

 

  
{89}    Pro-Forma Note Balance (Calculated after Step-Down)    {89}      
                       

 

  
{90}    Required Pro Forma Note Balance    {90}      
                       

 

  
{91}    Excess of Pro-Forma Balance over Required Pro-Forma Balance    {91}      
                       

 

  
{92}    Lesser of Excess Available Funds or Excess of Pro-Forma Note Balance    {92}      
                          

 

IX.    RECONCILIATION OF RESERVE ACCOUNT:   

Current

{93}    Specified Reserve Balance         
{94}    Beginning of period Reserve Account balance    {94}      
                          

 

{95}    The Reserve Account Deposit, from Collection Account    {95}      
                       

 

  
{96}    Investment Earnings    {96}      
                       

 

  
{97}    Investment Earnings - transferred to Collection Account Available Funds    {97}      
                       

 

  
{98}    Reserve Account Withdrawal Amount    {98}      
                       

 

  
{99}    End of period Reserve Account balance    {99}      
                          

 

X.    CALCULATION OF TOTAL OVERCOLLATERALIZATION:
{100}    Aggregate Principal Balance    {100}      
                       

 

  
{101}    End of Period Note Balance    {101}      
                       

 

  
{102}    Overcollateralization    {102}      
                       

 

  
{103}    Overcollateralization %    {103}      
                          

 

XI.    MONTHLY PERIOD AND CUMULATIVE NUMBER OF RECEIVABLES CALCULATION:
              

Cumulative

  

Monthly

{104}    Original Number of Receivables    {104}      
                       

 

  

 

{105}    Beginning of period number of Receivables    {105}      
{106}    Number of Receivables becoming Liquidated Receivables during period    {106}      
{107}    Number of Receivables becoming Purchased Receivables during period    {107}      
{108}    Number of Receivables paid off during period    {108}      
                       

 

  

 

{109}    End of period number of Receivables    {109}      
                       

 

  

 

XII.    STATISTICAL DATA: (CURRENT AND HISTORICAL):
         

Original

  

Prev. Month

  

Current

{110}    Weighted Average APR of the Receivables    {110}         
{111}    Weighted Average Remaining Term of the Receivables    {111}         
{112}    Weighted Average Original Term of Receivables    {112}         
{113}    Average Receivable Balance    {113}         
{114}    Net Losses in Period    {114}         
{115}    Aggregate Realized Losses    {115}         
{116}    Aggregate Realized Loss Percentage    {116}         
{117}    ABS Prepay Speed    {117}         
XIII.    DELINQUENCY:
     Receivables with Scheduled Payment delinquent        

Units

  

Dollars

  

Percentage

   {118}    31-60 days    {118}         
   {119}    61-90 days    {119}         
   {120}    over 90 days    {120}         
                    

 

  

 

  

 

   {121}    Total    {121}         
                    

 

  

 

  

 

XIV.    EXTENSIONS
   {122}    Principal Balance of Receivables extended during current period    {122}         
                       

 

  
   {123}    Beginning of Period Aggregate Principal Balance    {123}         
                       

 

  
   {124}    Extension Rate {122} divided by {123}    {124}         
                          

 

 

By:     
Name:     
Title:     
Date:     

 

3

EX-10.1 6 d853626dex101.htm EX-10.1 EX-10.1

Exhibit 10.1

PURCHASE AGREEMENT

between

AFS SENSUB CORP.

Purchaser

and

AMERICREDIT FINANCIAL SERVICES, INC.

Seller

Dated as of January 13, 2015


TABLE OF CONTENTS

 

         Page  

ARTICLE I. DEFINITIONS

     1   

SECTION 1.1

  General      1   

SECTION 1.2

  Specific Terms      1   

SECTION 1.3

  Usage of Terms      2   

SECTION 1.4

  [Reserved]      2   

SECTION 1.5

  No Recourse      2   

SECTION 1.6

  Action by or Consent of Noteholders and Certificateholder      3   

ARTICLE II. CONVEYANCE OF THE RECEIVABLES AND THE OTHER CONVEYED PROPERTY

     3   

SECTION 2.1

  Conveyance of the Receivables and the Other Conveyed Property      3   

ARTICLE III. REPRESENTATIONS AND WARRANTIES

     4   

SECTION 3.1

  Representations and Warranties of Seller      4   

SECTION 3.2

  Representations and Warranties of Purchaser      6   

ARTICLE IV. COVENANTS OF SELLER

     8   

SECTION 4.1

  Protection of Title of Purchaser      8   

SECTION 4.2

  Other Liens or Interests      9   

SECTION 4.3

  Costs and Expenses      9   

SECTION 4.4

  Indemnification      10   

ARTICLE V. REPURCHASES

     12   

SECTION 5.1

  Repurchase of Receivables Upon Breach of Warranty      12   

SECTION 5.2

  Reassignment of Purchased Receivables      12   

SECTION 5.3

  Waivers      13   

ARTICLE VI. MISCELLANEOUS

     13   

SECTION 6.1

  Liability of Seller      13   

SECTION 6.2

  Merger or Consolidation of Seller or Purchaser      13   

SECTION 6.3

  Limitation on Liability of Seller and Others      13   

SECTION 6.4

  Seller May Own Notes or the Certificate      14   

SECTION 6.5

  Amendment.      14   

SECTION 6.6

  Notices      15   

SECTION 6.7

  Merger and Integration      15   

SECTION 6.8

  Severability of Provisions      15   

SECTION 6.9

  Intention of the Parties      15   

SECTION 6.10

  Governing Law      16   

SECTION 6.11

  Counterparts      16   

SECTION 6.12

  Conveyance of the Receivables and the Other Conveyed Property to the Issuer      16   

SECTION 6.13

  Nonpetition Covenant      17   

 

i


SCHEDULES

Schedule A — Schedule of Receivables

Schedule B — Representations and Warranties from the Seller as to the Receivables

 

ii


PURCHASE AGREEMENT

THIS PURCHASE AGREEMENT, dated as of January 13, 2015, executed between AFS SenSub Corp., a Nevada corporation, as purchaser (“Purchaser”) and AmeriCredit Financial Services, Inc., a Delaware corporation, as Seller (“Seller”).

W I T N E S S E T H :

WHEREAS, Purchaser has agreed to purchase from the Seller, and the Seller, pursuant to this Agreement, is transferring to Purchaser the Receivables and Other Conveyed Property.

NOW, THEREFORE, in consideration of the premises and the mutual agreements hereinafter contained, and for other good and valuable consideration, the receipt of which is acknowledged, Purchaser and the Seller, intending to be legally bound, hereby agree as follows:

ARTICLE I.

DEFINITIONS

SECTION 1.1 General. The specific terms defined in this Article include the plural as well as the singular. The words “herein,” “hereof” and “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular Article, Section or other subdivision, and Article, Section, Schedule and Exhibit references, unless otherwise specified, refer to Articles and Sections of and Schedules and Exhibits to this Agreement. Capitalized terms used herein without definition shall have the respective meanings assigned to such terms in the Sale and Servicing Agreement dated as of January 13, 2015, by and among AFS SenSub Corp., as Seller, AmeriCredit Financial Services, Inc., in its individual capacity and as Servicer, AmeriCredit Automobile Receivables Trust 2015-1, as Issuer, and The Bank of New York Mellon, as Trust Collateral Agent.

SECTION 1.2 Specific Terms. Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the following meanings:

Agreement” shall mean this Purchase Agreement and all amendments hereof and supplements hereto.

Closing Date” means January 22, 2015.

Issuer” means AmeriCredit Automobile Receivables Trust 2015-1.

Other Conveyed Property” means all property conveyed by the Seller to the Purchaser pursuant to Section 2.1(a)(2) through (8) of this Agreement.

Owner Trustee” means Wilmington Trust Company, as Owner Trustee appointed and acting pursuant to the Trust Agreement.


Purchase Agreement Collateral” has the meaning specified in Section 6.9 of this Agreement.

Receivables” has the meaning assigned in the Sale and Servicing Agreement.

Related Documents” means the Notes, the Certificate, the Sale and Servicing Agreement, the Indenture, the Trust Agreement, the Lockbox Account Agreement, the Lockbox Processing Agreement and the Underwriting Agreement. The Related Documents to be executed by any party are referred to herein as “such party’s Related Documents,” “its Related Documents” or by a similar expression.

Repurchase Event” means the occurrence of a breach of any of the Seller’s representations and warranties hereunder or any other event which requires the repurchase of a Receivable by the Seller under the Sale and Servicing Agreement.

Sale and Servicing Agreement” means the Sale and Servicing Agreement referred to in Section 1.1 hereof.

Schedule of Receivables” means the Schedule of Receivables sold and transferred pursuant to this Agreement which is attached hereto as Schedule A.

Schedule of Representations” means the Schedule of Representations and Warranties attached hereto as Schedule B.

Trust Collateral Agent” means The Bank of New York Mellon, as trust collateral agent and any successor trust collateral agent appointed and acting pursuant to the Sale and Servicing Agreement.

Trustee” means The Bank of New York Mellon, as trustee and any successor trustee appointed and acting pursuant to the Indenture.

SECTION 1.3 Usage of Terms. With respect to all terms used in this Agreement, the singular includes the plural and the plural the singular; words importing any gender include the other gender; references to “writing” include printing, typing, lithography, and other means of reproducing words in a visible form; references to agreements and other contractual instruments include all subsequent amendments thereto or changes therein entered into in accordance with their respective terms and not prohibited by this Agreement or the Sale and Servicing Agreement; references to Persons include their permitted successors and assigns; and the terms “include” or “including” mean “include without limitation” or “including without limitation.”

SECTION 1.4 [Reserved].

SECTION 1.5 No Recourse. Without limiting the obligations of Seller hereunder, no recourse may be taken, directly or indirectly, under this Agreement or any certificate or other writing delivered in connection herewith or therewith, against any stockholder, officer or director, as such, of Seller, or of any predecessor or successor of Seller.

 

2


SECTION 1.6 Action by or Consent of Noteholders and Certificateholder. Whenever any provision of this Agreement refers to action to be taken, or consented to, by the Noteholders or the Certificateholder, such provision shall be deemed to refer to the Noteholders or the Certificateholder, as the case may be, of record as of the Record Date immediately preceding the date on which such action is to be taken, or consent given, by Noteholders or the Certificateholder. Solely for the purposes of any action to be taken, or consented to, by Noteholders or the Certificateholder, any Note or the Certificate registered in the name of the Seller or any Affiliate thereof shall be deemed not to be outstanding; provided, however, that, solely for the purpose of determining whether the Trustee or the Trust Collateral Agent is entitled to rely upon any such action or consent, only Notes or the Certificate which the Owner Trustee or a Responsible Officer of the Trustee or the Trust Collateral Agent, respectively, has actual knowledge is so owned shall be so disregarded.

ARTICLE II.

CONVEYANCE OF THE RECEIVABLES

AND THE OTHER CONVEYED PROPERTY

SECTION 2.1 Conveyance of the Receivables and the Other Conveyed Property.

(a) Subject to the terms and conditions of this Agreement, Seller hereby sells, transfers, assigns, and otherwise conveys to Purchaser without recourse (but without limitation of its obligations in this Agreement), and Purchaser hereby purchases, all right, title and interest of Seller in and to the following described property (collectively, the “Receivables and the Other Conveyed Property”):

(1) the Receivables and all moneys received thereon after the Cutoff Date;

(2) the security interests in the Financed Vehicles granted by Obligors pursuant to the Receivables and any other interest of the Seller in such Financed Vehicles;

(3) any proceeds and the right to receive proceeds with respect to the Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Vehicles or Obligors and any proceeds from the liquidation of the Receivables;

(4) any proceeds received from a Dealer pursuant to a Dealer Agreement as a result of a breach of representation or warranty in the related Dealer Agreement;

(5) all rights under any Service Contracts on the related Financed Vehicles;

(6) the related Receivable Files;

 

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(7) all of the Seller’s (i) Accounts, (ii) Chattel Paper, (iii) Documents, (iv) Instruments and (v) General Intangibles (as such terms are defined in the UCC) relating to the property described in (1) through (6); and

(8) all proceeds and investments with respect to items (1) through (7).

It is the intention of Seller and Purchaser that the transfer and assignment contemplated by this Agreement shall constitute a sale of the Receivables and the Other Conveyed Property from Seller to Purchaser, conveying good title thereto free and clear of any Liens, and the beneficial interest in and title to the Receivables and the Other Conveyed Property shall not be part of Seller’s estate in the event of the filing of a bankruptcy petition by or against Seller under any bankruptcy or similar law.

(b) Simultaneously with the conveyance of the Receivables and the Other Conveyed Property to Purchaser, Purchaser has paid or caused to be paid to or upon the order of Seller an amount equal to the book value of the Receivables sold by Seller, as set forth on the books and records of Seller, by wire transfer of immediately available funds and the remainder as a contribution to the capital of the Purchaser (a wholly-owned subsidiary of Seller).

ARTICLE III.

REPRESENTATIONS AND WARRANTIES

SECTION 3.1 Representations and Warranties of Seller. Seller makes the following representations and warranties as of the date hereof and as of the Closing Date on which Purchaser relies in purchasing the Receivables and the Other Conveyed Property and in transferring the Receivables and the Other Conveyed Property to the Issuer under the Sale and Servicing Agreement. Such representations are made as of the execution and delivery of this Agreement, but shall survive the sale, transfer and assignment of the Receivables and the Other Conveyed Property hereunder, and the sale, transfer and assignment thereof by Purchaser to the Issuer under the Sale and Servicing Agreement. Seller and Purchaser agree that Purchaser will assign to Issuer all Purchaser’s rights under this Agreement and that the Trustee will thereafter be entitled to enforce this Agreement against Seller in the Trustee’s own name on behalf of the Noteholders.

(a) Schedule of Representations. The representations and warranties set forth on the Schedule of Representations with respect to the Receivables as of the date hereof, and as of the Closing Date, are true and correct.

(b) Organization and Good Standing. Seller has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware, with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to acquire, own and sell the Receivables and the Other Conveyed Property to be transferred to Purchaser.

 

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(c) Due Qualification. Seller is duly qualified to do business as a foreign corporation, is in good standing, and has obtained all necessary licenses and approvals in all jurisdictions in which the ownership or lease of its property or the conduct of its business requires such qualification.

(d) Power and Authority. Seller has the power and authority to execute and deliver this Agreement and its Related Documents and to carry out its terms and their terms, respectively; Seller has full power and authority to sell and assign the Receivables and the Other Conveyed Property to be sold and assigned to and deposited with Purchaser hereunder and has duly authorized such sale and assignment to Purchaser by all necessary corporate action; and the execution, delivery and performance of this Agreement and Seller’s Related Documents have been duly authorized by Seller by all necessary corporate action.

(e) No Consent Required. Seller is not required to obtain the consent of any other Person, or any consent, license, approval or authorization or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery or performance of this Agreement and the Related Documents, except for such as have been obtained, effected or made.

(f) Valid Sale; Binding Obligations. This Agreement and Seller’s Related Documents have been duly executed and delivered, shall effect a valid sale, transfer and assignment of the Receivables and the Other Conveyed Property to the Purchaser, enforceable against Seller and creditors of and purchasers from Seller; and this Agreement and Seller’s Related Documents constitute legal, valid and binding obligations of Seller enforceable in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and by equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law.

(g) No Violation. The consummation of the transactions contemplated by this Agreement and the Related Documents, and the fulfillment of the terms of this Agreement and the Related Documents, shall not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice, lapse of time or both) a default under, the articles of incorporation or bylaws of Seller, or any indenture, agreement, mortgage, deed of trust or other instrument to which Seller is a party or by which it is bound, or result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement, mortgage, deed of trust or other instrument, other than this Agreement, the Sale and Servicing Agreement and the Indenture, or violate any law, order, rule or regulation applicable to Seller of any court or of any federal or state regulatory body, administrative agency or other governmental instrumentality having jurisdiction over Seller or any of its properties.

(h) No Proceedings. There are no proceedings or investigations pending or, to Seller’s knowledge, threatened against Seller, before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having

 

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jurisdiction over Seller or its properties (i) asserting the invalidity of this Agreement or any of the Related Documents, (ii) seeking to prevent the issuance of the Notes or the consummation of any of the transactions contemplated by this Agreement or any of the Related Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by Seller of its obligations under, or the validity or enforceability of, this Agreement or any of the Related Documents or (iv) seeking to affect adversely the federal income tax or other federal, state or local tax attributes of, or seeking to impose any excise, franchise, transfer or similar tax upon, the transfer and acquisition of the Receivables and the Other Conveyed Property hereunder or under the Sale and Servicing Agreement.

(i) Solvency. The Seller is not insolvent, nor will the Seller be made insolvent by the transfer of the Receivables, nor does the Seller anticipate any pending insolvency.

(j) True Sale. The Receivables are being transferred with the intention of removing them from Seller’s estate pursuant to Section 541 of the Bankruptcy Code, as the same may be amended from time to time.

(k) Chief Executive Office and Principal Place of Business. The chief executive office and principal place of business of Seller is located at 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102.

SECTION 3.2 Representations and Warranties of Purchaser. Purchaser makes the following representations and warranties, on which Seller relies in selling, assigning, transferring and conveying the Receivables and the Other Conveyed Property to Purchaser hereunder. Such representations are made as of the execution and delivery of this Agreement, but shall survive the sale, transfer and assignment of the Receivables and the Other Conveyed Property hereunder and the sale, transfer and assignment thereof by Purchaser to the Issuer under the Sale and Servicing Agreement.

(a) Organization and Good Standing. Purchaser has been duly organized and is validly existing and in good standing as a corporation under the laws of the State of Nevada, with the power and authority to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and has, full power, authority and legal right to acquire and own the Receivables and the Other Conveyed Property, and to transfer the Receivables and the Other Conveyed Property to the Issuer pursuant to the Sale and Servicing Agreement.

(b) Due Qualification. Purchaser is duly qualified to do business as a foreign corporation, is in good standing, and has obtained all necessary licenses and approvals in all jurisdictions where the failure to do so would materially and adversely affect Purchaser’s ability to acquire the Receivables or the Other Conveyed Property, and to transfer the Receivables and the Other Conveyed Property to the Issuer pursuant to the Sale and Servicing Agreement, or the validity or enforceability of the Receivables and the Other Conveyed Property or to perform Purchaser’s obligations hereunder and under the Purchaser’s Related Documents.

 

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(c) Power and Authority. Purchaser has the power, authority and legal right to execute and deliver this Agreement and to carry out the terms hereof and to acquire the Receivables and the Other Conveyed Property hereunder; and the execution, delivery and performance of this Agreement and all of the documents required pursuant hereto have been duly authorized by Purchaser by all necessary corporate action.

(d) No Consent Required. Purchaser is not required to obtain the consent of any other Person, or any consent, license, approval or authorization or registration or declaration with, any governmental authority, bureau or agency in connection with the execution, delivery or performance of this Agreement and the Related Documents, except for such as have been obtained, effected or made.

(e) Binding Obligation. This Agreement constitutes a legal, valid and binding obligation of Purchaser, enforceable against Purchaser in accordance with its terms, subject, as to enforceability, to applicable bankruptcy, insolvency, reorganization, conservatorship, receivership, liquidation and other similar laws and to general equitable principles.

(f) No Violation. The execution, delivery and performance by Purchaser of this Agreement, the consummation of the transactions contemplated by this Agreement and the Related Documents and the fulfillment of the terms of this Agreement and the Related Documents do not and will not conflict with, result in any breach of any of the terms and provisions of, or constitute (with or without notice or lapse of time) a default under, the certificate of incorporation or bylaws of Purchaser, or conflict with or breach any of the terms or provisions of, or constitute (with or without notice or lapse of time) a default under, any indenture, agreement, mortgage, deed of trust or other instrument to which Purchaser is a party or by which Purchaser is bound or to which any of its properties are subject, or result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement, mortgage, deed of trust or other instrument (other than the Sale and Servicing Agreement), or violate any law, order, rule or regulation, applicable to Purchaser or its properties, of any federal or state regulatory body, any court, administrative agency, or other governmental instrumentality having jurisdiction over Purchaser or any of its properties.

(g) No Proceedings. There are no proceedings or investigations pending, or, to the knowledge of Purchaser, threatened against Purchaser, before any court, regulatory body, administrative agency, or other tribunal or governmental instrumentality having jurisdiction over Purchaser or its properties: (i) asserting the invalidity of this Agreement or any of the Related Documents, (ii) seeking to prevent the consummation of any of the transactions contemplated by this Agreement or any of the Related Documents, (iii) seeking any determination or ruling that might materially and adversely affect the performance by Purchaser of its obligations under, or the validity or enforceability of, this Agreement or any of the Related Documents or (iv) that may adversely affect the federal or state income tax attributes of, or seeking to impose any excise, franchise, transfer or similar tax upon, the transfer and acquisition of the Receivables and the Other Conveyed Property hereunder or the transfer of the Receivables and the Other Conveyed Property to the Issuer pursuant to the Sale and Servicing Agreement.

 

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In the event of any breach of a representation and warranty made by Purchaser hereunder, Seller covenants and agrees that it will not take any action to pursue any remedy that it may have hereunder, in law, in equity or otherwise, until a year and a day have passed since the date on which all Notes, the Certificate, pass-through certificates or other similar securities issued by Purchaser, or a trust or similar vehicle formed by Purchaser, have been paid in full. Seller and Purchaser agree that damages will not be an adequate remedy for such breach and that this covenant may be specifically enforced by Purchaser, Issuer or by the Trustee on behalf of the Noteholders and Owner Trustee on behalf of the Certificateholder.

ARTICLE IV.

COVENANTS OF SELLER

SECTION 4.1 Protection of Title of Purchaser.

(a) At or prior to the Closing Date, Seller shall have filed or caused to be filed a UCC-1 financing statement, naming Seller as seller or debtor, naming Purchaser as purchaser or secured party and describing the Receivables and the Other Conveyed Property being sold by it to Purchaser as collateral, with the office of the Secretary of State of the State of Delaware and in such other locations as Purchaser shall have required. From time to time thereafter, Seller shall execute and file such financing statements and cause to be executed and filed such continuation statements, all in such manner and in such places as may be required by law fully to preserve, maintain and protect the interest of Purchaser under this Agreement, of the Issuer under the Sale and Servicing Agreement and of the Trust Collateral Agent under the Indenture in the Receivables and the Other Conveyed Property and in the proceeds thereof. Seller shall deliver (or cause to be delivered) to Purchaser and the Trust Collateral Agent file-stamped copies of, or filing receipts for, any document filed as provided above, as soon as available following such filing. In the event that Seller fails to perform its obligations under this subsection, Purchaser, Issuer or the Trust Collateral Agent may do so, at the expense of the Seller. In furtherance of the foregoing, the Seller hereby authorizes the Purchaser, the Issuer or the Trust Collateral Agent to file a record or records (as defined in the applicable UCC), including, without limitation, financing statements, in all jurisdictions and with all filing offices as each may determine, in its sole discretion, are necessary or advisable to perfect the security interest granted to the Purchaser pursuant to Section 6.9 of this Agreement. Such financing statements may describe the collateral in the same manner as described herein or may contain an indication or description of collateral that describes such property in any other manner as such party may determine, in its sole discretion, is necessary, advisable or prudent to ensure the perfection of the security interest in the collateral granted to the Purchaser herein.

(b) Seller shall not change its name, identity, state of incorporation or corporate structure in any manner that would, could or might make any financing statement or continuation statement filed by Seller (or by Purchaser, Issuer or the Trust Collateral Agent on behalf of Seller) in accordance with paragraph (a) above seriously misleading within the meaning of §9-506 of the applicable UCC, unless they shall have given Purchaser, Issuer and the Trust Collateral Agent at least 60 days’ prior written notice thereof, and shall promptly file appropriate amendments to all previously filed financing statements and continuation statements.

 

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(c) Seller shall give Purchaser, the Issuer and the Trust Collateral Agent at least 60 days prior written notice of any relocation that would result in a change of the location of the debtor within the meaning of Section 9-307 of the applicable UCC. Seller shall at all times maintain (i) each office from which it services Receivables within the United States of America or Canada and (ii) its principal executive office within the United States of America.

(d) Prior to the Closing Date, Seller has maintained accounts and records as to each Receivable accurately and in sufficient detail to permit (i) the reader thereof to know at any time as of or prior to the Closing Date, the status of such Receivable, including payments and recoveries made and payments owing (and the nature of each) and (ii) reconciliation between payments or recoveries on (or with respect to) each Receivable and the Principal Balance as of the Cutoff Date. Seller shall maintain its computer systems so that, from and after the time of sale under this Agreement of the Receivables to Purchaser, and the conveyance of the Receivables by Purchaser to the Issuer, Seller’s master computer records (including archives) that shall refer to a Receivable indicate clearly that such Receivable has been sold to Purchaser and has been conveyed by Purchaser to the Issuer. Indication of the Issuer’s ownership of a Receivable shall be deleted from or modified on Seller’s computer systems when, and only when, the Receivable shall become a Purchased Receivable or a Sold Receivable or shall have been paid in full or sold pursuant to the terms of the Sale and Servicing Agreement.

(e) If at any time Seller shall propose to sell, grant a security interest in, or otherwise transfer any interest in any motor vehicle receivables to any prospective purchaser, lender or other transferee, Seller shall give to such prospective purchaser, lender, or other transferee computer tapes, records, or print-outs (including any restored from archives) that, if they shall refer in any manner whatsoever to any Receivable (other than a Purchased Receivable or a Sold Receivable), shall indicate clearly that such Receivable has been sold to Purchaser, sold by Purchaser to Issuer, and is owned by the Issuer.

SECTION 4.2 Other Liens or Interests. Except for the conveyances hereunder, Seller will not sell, pledge, assign or transfer to any other Person, or grant, create, incur, assume or suffer to exist any Lien on the Receivables or the Other Conveyed Property or any interest therein, and Seller shall defend the right, title, and interest of Purchaser and the Issuer in and to the Receivables and the Other Conveyed Property against all claims of third parties claiming through or under Seller.

SECTION 4.3 Costs and Expenses. Seller shall pay all reasonable costs and disbursements in connection with the performance of its obligations hereunder and under its Related Documents.

 

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SECTION 4.4 Indemnification.

(a) Seller shall defend, indemnify and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against any and all costs, expenses, losses, damages, claims, and liabilities, arising out of or resulting from any breach of any of Seller’s representations and warranties contained herein.

(b) Seller shall defend, indemnify and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against any and all costs, expenses, losses, damages, claims, and liabilities, arising out of or resulting from the use, ownership or operation by Seller or any affiliate thereof of a Financed Vehicle.

(c) Seller shall defend, indemnify and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against any and all costs, expenses, losses, damages, claims and liabilities arising out of or resulting from any action taken, or failed to be taken, by it in respect of any portion of the Receivables other than in accordance with this Agreement or the Sale and Servicing Agreement.

(d) Seller agrees to pay, and shall defend, indemnify and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against any taxes that may at any time be asserted against Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder with respect to the transactions contemplated in this Agreement, including, without limitation, any sales, gross receipts, general corporation, tangible or intangible personal property, privilege, or license taxes (but not including any taxes asserted with respect to, and as of the date of, the sale, transfer and assignment of the Receivables and the Other Conveyed Property to Purchaser and by Purchaser to the Issuer or the issuance and original sale of the Notes or issuance of the Certificate, or asserted with respect to ownership of the Receivables and Other Conveyed Property which shall be indemnified by Seller pursuant to clause (e) below, or federal, state or other income taxes, arising out of distributions on the Notes or the Certificate or transfer taxes arising in connection with the transfer of the Notes or the Certificate) and costs and expenses in defending against the same, arising by reason of the acts to be performed by Seller under this Agreement or imposed against such Persons.

(e) Seller agrees to pay, and to indemnify, defend and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from, any taxes which may at any time be asserted against such Persons with respect to, and as of the date of, the conveyance or ownership of the Receivables or the Other Conveyed Property hereunder and the conveyance or ownership of the Receivables under the Sale and Servicing Agreement or the issuance and original sale of the Notes or the issuance of the Certificate, including, without limitation, any sales, gross receipts, personal property, tangible or intangible personal property, privilege or license taxes (but not including any federal or other income taxes, including franchise taxes, arising out of the transactions contemplated hereby or transfer taxes arising in connection with the transfer of the Notes or the Certificate) and costs and expenses in defending against the same, arising by reason of the acts to be performed by Seller under this Agreement or imposed against such Persons.

 

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(f) Seller shall defend, indemnify, and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against any and all costs, expenses, losses, claims, damages, and liabilities to the extent that such cost, expense, loss, claim, damage, or liability arose out of, or was imposed upon Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders or the Certificateholder through the negligence, willful misfeasance, or bad faith of Seller in the performance of its duties under this Agreement or by reason of reckless disregard of Seller’s obligations and duties under this Agreement.

(g) Seller shall indemnify, defend and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against any loss, liability or expense incurred by reason of the violation by Seller of federal or state securities laws in connection with the registration or the sale of the Notes.

(h) Seller shall indemnify, defend and hold harmless Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against any loss, liability or expense imposed upon, or incurred by, Purchaser, the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders or the Certificateholder as result of the failure of any Receivable, or the sale of the related Financed Vehicle, to comply with all requirements of applicable law.

(i) Seller shall defend, indemnify, and hold harmless Purchaser from and against all costs, expenses, losses, claims, damages, and liabilities arising out of or incurred in connection with the acceptance or performance of Seller’s trusts and duties as Servicer under the Sale and Servicing Agreement, except to the extent that such cost, expense, loss, claim, damage, or liability shall be due to the willful misfeasance, bad faith, or negligence (except for errors in judgment) of Purchaser.

(j) Seller shall indemnify the Owner Trustee and its officers, directors, successors, assigns, agents and servants jointly and severally with the Purchaser pursuant to Section 7.2 of the Trust Agreement.

Indemnification under this Section 4.4 shall include reasonable fees and expenses of counsel and expenses of litigation and shall survive payment of the Notes and the Certificate. The indemnity obligations hereunder shall be in addition to any obligation that Seller may otherwise have.

 

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ARTICLE V.

REPURCHASES

SECTION 5.1 Repurchase of Receivables Upon Breach of Warranty. Upon the occurrence of a Repurchase Event, Seller shall, unless the breach which is the subject of such Repurchase Event shall have been cured in all material respects, repurchase the Receivable relating thereto from the Issuer if and only if the interests of the Noteholders therein are materially and adversely affected by any such breach from the Issuer and, simultaneously with the repurchase of the Receivable, Seller shall deposit the Purchase Amount in full, without deduction or offset, to the Collection Account, pursuant to Section 3.2 of the Sale and Servicing Agreement. It is understood and agreed that, except as set forth in Section 6.1 hereof, the obligation of Seller to repurchase any Receivable, as to which a breach occurred and is continuing, shall, if such obligation is fulfilled, constitute the sole remedy against Seller for such breach available to Purchaser, the Issuer, the Noteholders, the Certificateholder, the Trust Collateral Agent on behalf of the Noteholders or the Owner Trustee on behalf of the Certificateholder. The provisions of this Section 5.1 are intended to grant the Issuer and the Trust Collateral Agent a direct right against Seller to demand performance hereunder, and in connection therewith, Seller waives any requirement of prior demand against Purchaser with respect to such repurchase obligation. Any such repurchase shall take place in the manner specified in Section 3.2 of the Sale and Servicing Agreement. Notwithstanding any other provision of this Agreement or the Sale and Servicing Agreement to the contrary, the obligation of Seller under this Section shall not terminate upon a termination of Seller as Servicer under the Sale and Servicing Agreement and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or Purchaser to perform any of their respective obligations with respect to such Receivable under the Sale and Servicing Agreement.

In addition to the foregoing and notwithstanding whether the related Receivable shall have been purchased by Seller, Seller shall indemnify the Issuer, the Trust Collateral Agent, the Trustee, the Owner Trustee, the Noteholders and the Certificateholder from and against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such Repurchase Events.

SECTION 5.2 Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivable repurchased by Seller under Section 5.1 hereof, Purchaser and the Issuer shall take such steps as may be reasonably requested by Seller in order to assign to Seller all of Purchaser’s and the Issuer’s right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to Purchaser and the Issuer directly relating thereto, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of Purchaser or the Issuer. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that Seller may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Purchaser and the Issuer shall, at the expense of Seller, take such steps as Seller deems reasonably necessary to enforce the Receivable, including bringing suit in Purchaser’s or in the Issuer’s name.

 

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SECTION 5.3 Waivers. No failure or delay on the part of Purchaser (or the Issuer as assignee of Purchaser, or the Trust Collateral Agent as assignee of the Issuer) or the Trustee in exercising any power, right or remedy under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such power, right or remedy preclude any other or future exercise thereof or the exercise of any other power, right or remedy.

ARTICLE VI.

MISCELLANEOUS

SECTION 6.1 Liability of Seller. Seller shall be liable in accordance herewith only to the extent of the obligations in this Agreement specifically undertaken by Seller and the representations and warranties of Seller.

SECTION 6.2 Merger or Consolidation of Seller or Purchaser. Any corporation or other entity (i) into which Seller or Purchaser may be merged or consolidated, (ii) resulting from any merger or consolidation to which Seller or Purchaser is a party or (iii) succeeding to the business of Seller or Purchaser, in the case of Purchaser, which corporation has a certificate of incorporation containing provisions relating to limitations on business and other matters substantively identical to those contained in Purchaser’s certificate of incorporation, provided that in any of the foregoing cases such corporation shall execute an agreement of assumption to perform every obligation of Seller or Purchaser, as the case may be, under this Agreement and, whether or not such assumption agreement is executed, shall be the successor to Seller or Purchaser, as the case may be, hereunder (without relieving Seller or Purchaser of their responsibilities hereunder, if it survives such merger or consolidation) without the execution or filing of any document or any further action by any of the parties to this Agreement. Seller or Purchaser shall promptly inform the other party, the Issuer, the Trust Collateral Agent and the Owner Trustee and, as a condition to the consummation of the transactions referred to in clauses (i), (ii) and (iii) above, (x) immediately after giving effect to such transaction, no representation or warranty made pursuant to Sections 3.1 and 3.2 of this Agreement shall have been breached (for purposes hereof, such representations and warranties shall speak as of the date of the consummation of such transaction) and be continuing, (y) Seller or Purchaser, as applicable, shall have delivered written notice of such consolidation, merger or purchase and assumption to the Rating Agencies prior to the consummation of such transaction and shall have delivered to the Issuer and the Trust Collateral Agent an Officer’s Certificate of the Seller or a certificate signed by or on behalf of the Purchaser, as applicable, and an Opinion of Counsel each stating that such consolidation, merger or succession and such agreement of assumption comply with this Section 6.2 and that all conditions precedent, if any, provided for in this Agreement relating to such transaction have been complied with, and (z) Seller or Purchaser, as applicable, shall have delivered to the Issuer, and the Trust Collateral Agent an Opinion of Counsel, stating, in the opinion of such counsel, either (A) all financing statements and continuation statements and amendments thereto have been executed and filed that are necessary to preserve and protect the interest of the Issuer and the Trust Collateral Agent in the Receivables and reciting the details of the filings or (B) no such action shall be necessary to preserve and protect such interest.

SECTION 6.3 Limitation on Liability of Seller and Others. Seller and any director, officer, employee or agent thereof may rely in good faith on the advice of counsel or on any document of any kind prima facie properly executed and submitted by any Person respecting

 

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any matters arising under this Agreement. Seller shall not be under any obligation to appear in, prosecute or defend any legal action that is not incidental to its obligations under this Agreement or its Related Documents and that in its opinion may involve it in any expense or liability.

SECTION 6.4 Seller May Own Notes or the Certificate. Subject to the provisions of the Sale and Servicing Agreement, Seller and any Affiliate of Seller may in their individual or any other capacity become the owner or pledgee of Notes or the Certificate with the same rights as they would have if they were not Seller or an Affiliate thereof.

SECTION 6.5 Amendment.

(a) This Agreement may be amended by Seller and Purchaser without the consent of the Trust Collateral Agent, the Owner Trustee, the Certificateholder or any of the Noteholders (i) to cure any ambiguity or (ii) to correct any provisions in this Agreement; provided, however, that such action shall not, as evidenced by an Opinion of Counsel delivered to the Issuer, the Owner Trustee and the Trust Collateral Agent, adversely affect in any material respect the interests of any Certificateholder, Noteholder, the Trustee or the Trust Collateral Agent and that such amendment is authorized and permitted by this Agreement.

(b) This Agreement may also be amended from time to time by Seller and Purchaser, and with the consent of the Trust Collateral Agent and, if required, the Certificateholder and the Noteholders evidencing not less than a majority of the outstanding principal amount of the Notes, in accordance with the Sale and Servicing Agreement, for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement, or of modifying in any manner the rights of the Certificateholder or Noteholders; provided, however, the Seller provides the Trust Collateral Agent with an Opinion of Counsel (which may be provided by the Seller’s internal counsel) that no such amendment shall increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on Receivables or distributions that shall be required to be made on any Note or the Certificate and that such amendment is authorized and permitted by this Agreement.

(c) Prior to the execution of any such amendment or consent, Seller shall have furnished written notification of the substance of such amendment or consent to each Rating Agency.

(d) It shall not be necessary for the consent of Certificateholder or Noteholders pursuant to this Section to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents and of evidencing the authorization of the execution thereof by Certificateholder or Noteholders shall be subject to such reasonable requirements as the Trust Collateral Agent may prescribe, including the establishment of record dates. The consent of a Holder of the Certificate or a Note given pursuant to this Section or pursuant to any other provision of this Agreement shall be conclusive and binding on such Holder and on all future Holders of the Certificate or such Note and of the Certificate or any Note issued upon the transfer thereof or in exchange thereof or in lieu thereof whether or not notation of such consent is made upon the Certificate or Note.

 

14


SECTION 6.6 Notices. All demands, notices and communications to Seller or Purchaser hereunder shall be in writing, personally delivered, or sent by telecopier (subsequently confirmed in writing), reputable overnight courier or mailed by certified mail, return receipt requested, and shall be deemed to have been given upon receipt (a) in the case of Seller, to AmeriCredit Financial Services, Inc., 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102, Attention: Chief Financial Officer, or (b) in the case of Purchaser, to AFS SenSub Corp., 2265 B Renaissance Drive, Suite 17, Las Vegas, Nevada 89119, Attention: Chief Financial Officer, with a copy to AFS SenSub Corp., c/o AmeriCredit Financial Services, Inc., 801 Cherry Street, Suite 3500, Fort Worth, Texas 76102, Attention: Chief Financial Officer, or such other address as shall be designated by a party in a written notice delivered to the other party or to the Issuer, Owner Trustee or the Trust Collateral Agent, as applicable.

SECTION 6.7 Merger and Integration. Except as specifically stated otherwise herein, this Agreement and Related Documents set forth the entire understanding of the parties relating to the subject matter hereof, and all prior understandings, written or oral, are superseded by this Agreement and the Related Documents. This Agreement may not be modified, amended, waived or supplemented except as provided herein.

SECTION 6.8 Severability of Provisions. If any one or more of the covenants, provisions or terms of this Agreement shall be for any reason whatsoever held invalid, then such covenants, provisions or terms shall be deemed severable from the remaining covenants, provisions or terms of this Agreement and shall in no way affect the validity or enforceability of the other provisions of this Agreement.

SECTION 6.9 Intention of the Parties.

The execution and delivery of this Agreement shall constitute an acknowledgment by Seller and Purchaser that they intend that the assignment and transfer herein contemplated constitute a sale and assignment outright, and not for security, of the Receivables and the Other Conveyed Property, conveying good title thereto free and clear of any Liens, from Seller to Purchaser, and that the Receivables and the Other Conveyed Property shall not be a part of Seller’s estate in the event of the bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding, or other proceeding under any federal or state bankruptcy or similar law, or the occurrence of another similar event, of, or with respect to Seller. In the event that such conveyance is determined to be made as security for a loan made by Purchaser, the Issuer, the Noteholders or the Certificateholder to Seller, the Seller hereby grants to Purchaser a security interest in all of Seller’s right, title and interest in and to the following property whether now owned or existing or hereafter acquired or arising, and this Agreement shall constitute a security agreement under applicable law (collectively, the “Purchase Agreement Collateral”)

(1) the Receivables and all moneys received thereon after the Cutoff Date;

 

15


(2) the security interests in the Financed Vehicles granted by Obligors pursuant to the Receivables and any other interest of the Seller in such Financed Vehicles;

(3) any proceeds and the right to receive proceeds with respect to the Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Vehicles or Obligors and any proceeds from the liquidation of the Receivables;

(4) any proceeds received from a Dealer pursuant to a Dealer Agreement as a result of a breach of representation or warranty in the related Dealer Agreement;

(5) all rights under any Service Contracts on the related Financed Vehicles;

(6) the related Receivable Files;

(7) all of the Seller’s (i) Accounts, (ii) Chattel Paper, (iii) Documents, (iv) Instruments and (v) General Intangibles (as such terms are defined in the UCC) relating to the property described in (1) through (6); and

(8) all proceeds and investments with respect to items (1) through (7).

SECTION 6.10 Governing Law. This Agreement shall be construed in accordance with, and this Agreement and all matters arising out of or relating in any way to this Agreement shall be governed by, the law of the State of New York, without giving effect to its conflict of law provisions (other than Sections 5-1401 and 5-1402 of the New York General Obligations Law).

SECTION 6.11 Counterparts. For the purpose of facilitating the execution of this Agreement and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and all of which counterparts shall constitute but one and the same instrument.

SECTION 6.12 Conveyance of the Receivables and the Other Conveyed Property to the Issuer. Seller acknowledges that Purchaser intends, pursuant to the Sale and Servicing Agreement, to convey the Receivables and the Other Conveyed Property, together with its rights under this Agreement, to the Issuer on the Closing Date. Seller acknowledges and consents to such conveyance and pledge and waives any further notice thereof and covenants and agrees that the representations and warranties of Seller contained in this Agreement and the rights of Purchaser hereunder are intended to benefit the Issuer, the Owner Trustee, the Trust Collateral Agent, the Noteholders and the Certificateholder. In furtherance of the foregoing, Seller covenants and agrees to perform its duties and obligations hereunder, in accordance with the terms hereof for the benefit of the Issuer, the Owner Trustee, the Trust Collateral Agent, the Noteholders and the Certificateholder and that, notwithstanding anything to the contrary in this Agreement, Seller shall be directly liable to the Issuer, the Owner Trustee, the Trust Collateral Agent, the Noteholders and the Certificateholder (notwithstanding any failure by the Servicer or the Purchaser to perform its respective duties and obligations hereunder or under Related Documents) and that the Trust Collateral Agent may enforce the duties and obligations of Seller under this Agreement against Seller for the benefit of the Owner Trustee, the Trust Collateral Agent, the Noteholders and the Certificateholder.

 

16


SECTION 6.13 Nonpetition Covenant. Neither Purchaser nor Seller shall petition or otherwise invoke the process of any court or government authority for the purpose of commencing or sustaining a case against the Purchaser or the Issuer under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Purchaser or the Issuer or any substantial part of their respective property, or ordering the winding up or liquidation of the affairs of the Purchaser or the Issuer.

[Remainder of Page Intentionally Left Blank]

 

17


IN WITNESS WHEREOF, the parties have caused this Purchase Agreement to be duly executed by their respective officers as of the day and year first above written.

 

AFS SENSUB CORP., as Purchaser

By:  

 

Name:

 

Title:

 

 

AMERICREDIT FINANCIAL SERVICES, INC.,

as Seller

By:  

 

Name:  
Title:  

 

Accepted:

THE BANK OF NEW YORK MELLON,

not in its individual capacity but solely

as Trustee and Trust Collateral Agent

By:  

 

Name:  
Title:  

 

[Purchase Agreement]


SCHEDULE A

SCHEDULE OF RECEIVABLES

[On file with AmeriCredit, the Trustee and Katten Muchin Rosenman LLP]

 

SCH-A-1


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Number
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Number
    Loan
Number
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Number
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Number
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Number
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Number
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Number
 
443325857     455019588        454975749        454935404        454897356        454857293        454819384        454781444        454745894        454711409        454677253        454642653        454608027        454572975        454539651        454505918        454471962        454437864        454405721        454372491   
443323738     455019612        454975756        454935412        454897364        454857343        454819178        454781451        454745696        454711417        454677261        454642455        454608035        454572983        454539669        454505926        454471970        454437872        454405515        454372509   
443322540     455019646        454975772        454935420        454897372        454857350        454819186        454781469        454745704        454711425        454677279        454642471        454608043        454572991        454539677        454505934        454471988        454437880        454405523        454372525   
443322615     455019653        454975574        454935446        454897380        454857376        454819194        454781279        454745712        454711433        454677063        454642489        454608050        454573007        454539461        454505959        454471996        454437898        454405531        454372541   
443330329     455019430        454975590        454935453        454897398        454857160        454819202        454781287        454745720        454711235        454677089        454642497        454607854        454573015        454539479        454505967        454472010        454437906        454405549        454372558   
443329693     455019448        454975616        454935461        454897208        454857178        454819210        454781311        454745738        454711243        454677097        454642505        454607862        454572827        454539487        454505975        454472028        454437914        454405556        454372566   
443327549     455019471        454975624        454935479        454897216        454857194        454819228        454781337        454745746        454711250        454677105        454642513        454607870        454572850        454539503        454505983        454472036        454437922        454405564        454372582   
443326244     455019513        454975632        454935487        454897224        454857202        454819244        454781345        454745761        454711268        454677121        454642521        454607912        454572876        454539511        454505991        454472044        454437948        454405572        454372590   
443321567     455019521        454975640        454935271        454897232        454857210        454819251        454781352        454745779        454711276        454677139        454642539        454607920        454572884        454539529        454505793        454472051        454437955        454405598        454372384   
443321039     455019349        454975657        454935289        454897240        454857244        454819269        454781360        454745787        454711284        454677147        454642349        454607946        454572892        454539537        454505819        454471822        454437963        454405614        454372392   
443317037     455019414        454975665        454935297        454897257        454857269        454819277        454781378        454745795        454711292        454677154        454642356        454607730        454572900        454539545        454505835        454471830        454437757        454405408        454372400   
443316799     455019216        454975467        454935305        454897265        454857053        454819061        454781386        454745589        454711300        454677162        454642364        454607748        454572918        454539552        454505843        454471848        454437765        454405416        454372426   
443316005     455019232        454975475        454935313        454897273        454857061        454819079        454781162        454745605        454711326        454676974        454642380        454607771        454572710        454539560        454505850        454471855        454437781        454405424        454372434   
443314869     455019281        454975483        454935321        454897281        454857079        454819087        454781170        454745613        454711128        454676982        454642398        454607789        454572736        454539354        454505884        454471863        454437799        454405457        454372442   
443313036     455019299        454975491        454935339        454897075        454857087        454819095        454781188        454745639        454711136        454676990        454642422        454607797        454572777        454539362        454505892        454471897        454437807        454405465        454372459   
443313234     455019315        454975509        454935347        454897083        454857095        454819103        454781196        454745647        454711144        454677006        454642430        454607813        454572793        454539370        454505686        454471905        454437815        454405473        454372467   
443312558     455019109        454975525        454935354        454897109        454857103        454819111        454781204        454745654        454711151        454677014        454642224        454607839        454572819        454539396        454505694        454471921        454437831        454405499        454372475   
443312905     455019141        454975533        454935362        454897117        454857111        454819129        454781212        454745662        454711169        454677030        454642232        454607623        454572603        454539404        454505710        454471939        454437849        454405507        454372483   
443312137     455019158        454975558        454935164        454897125        454857137        454819137        454781220        454745688        454711177        454677048        454642257        454607631        454572629        454539412        454505736        454471715        454437641        454405291        454372285   
443311394     455019174        454975566        454935172        454897133        454857145        454819145        454781246        454745472        454711185        454676859        454642265        454607649        454572637        454539420        454505744        454471723        454437658        454405309        454372293   
443309562     455019182        454975350        454935198        454897141        454857152        454819152        454781253        454745480        454711193        454676867        454642273        454607672        454572645        454539438        454505751        454471731        454437666        454405317        454372301   
443308051     455018994        454975368        454935206        454897166        454856949        454819160        454781055        454745498        454711201        454676875        454642281        454607698        454572652        454539446        454505769        454471749        454437674        454405325        454372335   
443308242     455019026        454975384        454935214        454897174        454856964        454818964        454781063        454745506        454711003        454676883        454642299        454607722        454572660        454539453        454505777        454471756        454437682        454405333        454372343   
443307756     455019042        454975392        454935222        454896978        454856980        454818972        454781071        454745530        454711011        454676891        454642307        454607532        454572694        454539230        454505785        454471764        454437690        454405341        454372368   
443307897     455019059        454975400        454935230        454897000        454856998        454818980        454781089        454745555        454711029        454676909        454642323        454607540        454572496        454539248        454505579        454471772        454437708        454405366        454372376   
443307210     455019067        454975418        454935248        454897026        454857004        454818998        454781097        454745563        454711052        454676917        454642117        454607565        454572504        454539271        454505587        454471780        454437716        454405374        454372160   
443305917     455019075        454975426        454935065        454897034        454857020        454819012        454781113        454745571        454711060        454676925        454642125        454607599        454572512        454539289        454505595        454471798        454437724        454405382        454372178   
443305446     455019091        454975434        454935073        454897042        454857038        454819020        454781121        454745357        454711078        454676933        454642133        454607607        454572520        454539297        454505603        454471814        454437732        454405390        454372186   
443303797     455018903        454975442        454935099        454896861        454857046        454819038        454781139        454745365        454711086        454676941        454642141        454607615        454572538        454539305        454505629        454471616        454437740        454405184        454372202   
443302013     455018929        454975459        454935107        454896879        454856832        454819053        454781147        454745373        454711094        454676776        454642158        454607417        454572546        454539321        454505637        454471624        454437526        454405192        454372228   
443301882     455018986        454975244        454935115        454896887        454856840        454818840        454780958        454745381        454711102        454676784        454642166        454607425        454572553        454539339        454505652        454471632        454437534        454405200        454372244   
443301072     455018796        454975251        454935123        454896903        454856857        454818857        454780966        454745399        454710906        454676792        454642174        454607433        454572561        454539347        454505462        454471640        454437542        454405218        454372251   
443301114     455018804        454975269        454935131        454896911        454856865        454818865        454780990        454745407        454710914        454676800        454642190        454607441        454572587        454539131        454505470        454471657        454437559        454405226        454372269   
443299979     455018838        454975277        454935149        454896929        454856873        454818873        454781006        454745415        454710922        454676826        454642208        454607458        454572363        454539149        454505488        454471665        454437567        454405234        454372053   
443297551     455018853        454975285        454935156        454896937        454856899        454818881        454781014        454745423        454710948        454676834        454642018        454607466        454572371        454539156        454505496        454471673        454437575        454405275        454372061   
443297049     455018879        454975293        454934944        454896945        454856907        454818899        454781048        454745431        454710955        454676628        454642026        454607474        454572389        454539164        454505504        454471681        454437609        454405283        454372087   
443297056     455018697        454975335        454934951        454896952        454856915        454818915        454780834        454745449        454710963        454676636        454642042        454607482        454572397        454539180        454505512        454471707        454437633        454405077        454372095   
443295993     455018713        454975343        454934969        454896960        454856923        454818923        454780842        454745456        454710971        454676669        454642059        454607490        454572405        454539206        454505520        454471517        454437419        454405085        454372103   
443294830     455018721        454975137        454934977        454896747        454856725        454818931        454780859        454745241        454710989        454676677        454642067        454607516        454572413        454539214        454505546        454471533        454437427        454405093        454372111   
443293881     455018747        454975145        454934985        454896754        454856733        454818949        454780867        454745258        454710997        454676685        454642083        454607318        454572421        454539222        454505553        454471541        454437435        454405119        454372129   
443293469     455018754        454975152        454934993        454896770        454856758        454818733        454780875        454745266        454710781        454676701        454641903        454607326        454572439        454539008        454505561        454471558        454437443        454405127        454372137   
443290077     455018556        454975160        454935016        454896788        454856766        454818741        454780891        454745274        454710799        454676719        454641929        454607334        454572447        454539024        454505330        454471566        454437468        454405135        454372145   
443289178     455018564        454975178        454935040        454896796        454856774        454818758        454780909        454745282        454710807        454676727        454641937        454607342        454572454        454539032        454505348        454471574        454437492        454405143        454372152   
443288691     455018622        454975186        454934829        454896804        454856782        454818766        454780917        454745290        454710815        454676511        454641952        454607359        454572264        454539040        454505363        454471582        454437500        454405150        454371949   
443284633     455018648        454975194        454934845        454896812        454856790        454818790        454780719        454745308        454710831        454676529        454641960        454607367        454572280        454539057        454505389        454471590        454437518        454405168        454371956   
443281035     455018655        454975202        454934852        454896820        454856824        454818808        454780727        454745316        454710849        454676545        454641978        454607375        454572298        454539065        454505405        454471608        454437294        454404963        454371980   
443281043     455018457        454975210        454934860        454896838        454856618        454818816        454780735        454745324        454710856        454676552        454641986        454607383        454572314        454539073        454505413        454471392        454437310        454404971        454371998   
443280441     455018473        454975228        454934878        454896846        454856626        454818824        454780743        454745332        454710864        454676560        454641994        454607391        454572322        454539099        454505421        454471400        454437328        454404989        454372012   
443280771     455018499        454975236        454934886        454896622        454856634        454818832        454780750        454745340        454710880        454676586        454641796        454607193        454572330        454539115        454505439        454471418        454437336        454405002        454372020   
443280268     455018531        454975020        454934910        454896655        454856642        454818642        454780768        454745134        454710674        454676594        454641804        454607201        454572355        454538901        454505454        454471426        454437344        454405010        454372038   
443280318     455018549        454975038        454934928        454896671        454856659        454818659        454780792        454745142        454710682        454676602        454641812        454607219        454572157        454538919        454505223        454471434        454437351        454405028        454372046   
443278759     455018341        454975053        454934936        454896689        454856675        454818667        454780818        454745159        454710708        454676610        454641820        454607227        454572199        454538927        454505231        454471459        454437369        454405036        454371832   
443276217     455018382        454975061        454934738        454896705        454856683        454818675        454780602        454745167        454710716        454676404        454641838        454607235        454572207        454538943        454505249        454471467        454437377        454405044        454371840   
443275318     455018416        454975079        454934746        454896713        454856691        454818683        454780610        454745175        454710724        454676412        454641846        454607243        454572223        454538950        454505272        454471483        454437385        454405051        454371857   
443273297     455018234        454975087        454934753        454896515        454856717        454818691        454780628        454745183        454710732        454676420        454641853        454607250        454572231        454538968        454505280        454471285        454437401        454405069        454371865   
443273594     455018242        454975095        454934761        454896523        454856493        454818709        454780636        454745191        454710740        454676438        454641879        454607268        454572256        454538976        454505298        454471293        454437187        454404872        454371881   
443272521     455018259        454975103        454934779        454896549        454856501        454818717        454780644        454745209        454710757        454676446        454641887        454607276        454572058        454538984        454505306        454471301        454437195        454404880        454371899   
443270525     455018283        454975111        454934787        454896556        454856527        454818725        454780677        454745217        454710765        454676479        454641689        454607284        454572066        454538992        454505314        454471327        454437203        454404898        454371915   
443270673     455018317        454975129        454934795        454896564        454856543        454818527        454780693        454745225        454710567        454676503        454641697        454607292        454572074        454538786        454505322        454471335        454437237        454404906        454371923   
443269519     455018333        454974916        454934803        454896572        454856568        454818535        454780495        454745233        454710575        454676289        454641721        454607078        454572090        454538794        454505124        454471343        454437245        454404914        454371931   
443269352     455018150        454974924        454934597        454896598        454856576        454818543        454780503        454745027        454710591        454676305        454641747        454607086        454572108        454538802        454505132        454471350        454437252        454404922        454371725   
443268669     455018168        454974973        454934605        454896606        454856592        454818550        454780511        454745043        454710609        454676313        454641754        454607110        454572116        454538810        454505140        454471368        454437260        454404948        454371733   
443268743     455018192        454974981        454934621        454896614        454856600        454818618        454780529        454745050        454710617        454676321        454641770        454607136        454572124        454538828        454505157        454471376        454437278        454404955        454371741   
443267901     455018200        454974999        454934647        454896416        454856394        454818428        454780537        454745068        454710625        454676347        454641564        454607177        454571936        454538836        454505165        454471384        454437286        454404757        454371758   
443265731     455018226        454975004        454934654        454896424        454856402        454818436        454780545        454745076        454710633        454676354        454641572        454607185        454571944        454538851        454505173        454471178        454437070        454404765        454371766   
443265699     455018010        454975012        454934662        454896432        454856428        454818444        454780552        454745084        454710641        454676370        454641614        454606963        454571951        454538869        454505199        454471186        454437088        454404773        454371774   
443264627     455018069        454974809        454934670        454896457        454856436        454818451        454780560        454745092        454710658        454676388        454641622        454606971        454571969        454538877        454505215        454471202        454437104        454404831        454371782   
443262514     455018093        454974817        454934688        454896473        454856444        454818485        454780578        454745100        454710666        454676164        454641630        454606989        454571985        454538893        454505009        454471210        454437112        454404633        454371790   
443261912     455018119        454974825        454934696        454896481        454856451        454818493        454780388        454745118        454710476        454676172        454641655        454606997        454571993        454538679        454505017        454471228        454437120        454404641        454371824   
443261540     455017913        454974833        454934480        454896499        454856477        454818311        454780396        454745126        454710484        454676180        454641663        454607003        454572017        454538695        454505025        454471236        454437138        454404658        454371600   
443260419     455017921        454974841        454934506        454896507        454856485        454818329        454780404        454744913        454710492        454676230        454641457        454607011        454572041        454538703        454505033        454471244        454437153        454404674        454371618   
443259833     455017947        454974858        454934514        454896291        454856279        454818345        454780412        454744921        454710518        454676248        454641465        454607029        454571837        454538711        454505041        454471251        454437161        454404682        454371626   
443259080     455017954        454974866        454934522        454896317        454856295        454818360        454780420        454744939        454710534        454676255        454641473        454607045        454571845        454538729        454505058        454471269        454437179        454404690        454371634   


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443257480     455017970        454974874        454934548        454896325        454856303        454818378        454780438        454744947        454710542        454676271        454641481        454607052        454571860        454538737        454505066        454471277        454436965        454404716        454371642   
443256912     455017988        454974890        454934555        454896341        454856311        454818386        454780446        454744954        454710559        454676057        454641507        454606856        454571878        454538745        454505082        454471061        454436981        454404724        454371659   
443255732     455017996        454974908        454934563        454896358        454856329        454818394        454780453        454744962        454710344        454676065        454641515        454606872        454571886        454538760        454505108        454471079        454436999        454404732        454371683   
443255849     455018002        454974692        454934571        454896366        454856337        454818402        454780479        454744970        454710369        454676081        454641523        454606898        454571902        454538778        454504895        454471087        454437005        454404534        454371691   
443255500     455017798        454974700        454934589        454896374        454856345        454818204        454780487        454744988        454710393        454676099        454641531        454606906        454571910        454538562        454504903        454471111        454437013        454404542        454371709   
443254362     455017806        454974718        454934381        454896382        454856352        454818212        454780271        454744996        454710401        454676107        454641549        454606914        454571720        454538588        454504911        454471129        454437021        454404559        454371485   
443252176     455017814        454974734        454934415        454896390        454856360        454818238        454780289        454745001        454710427        454676115        454641556        454606930        454571738        454538596        454504929        454471137        454437039        454404567        454371493   
443251186     455017863        454974759        454934423        454896184        454856378        454818246        454780297        454745019        454710435        454676123        454641358        454606948        454571746        454538604        454504937        454471145        454437047        454404575        454371501   
443250006     455017889        454974767        454934431        454896192        454856162        454818279        454780305        454744806        454710237        454676149        454641366        454606955        454571779        454538620        454504952        454471152        454437054        454404609        454371519   
443250311     455017707        454974783        454934449        454896200        454856170        454818287        454780313        454744814        454710252        454676156        454641374        454606740        454571795        454538638        454504978        454470998        454437062        454404625        454371535   
443247648     455017715        454974791        454934266        454896226        454856188        454818295        454780321        454744822        454710260        454675950        454641382        454606765        454571803        454538661        454504986        454471004        454436858        454404401        454371550   
443247838     455017749        454974585        454934274        454896234        454856196        454818089        454780354        454744830        454710278        454675968        454641408        454606823        454571811        454538448        454504994        454471012        454436866        454404419        454371568   
443247051     455017756        454974593        454934282        454896242        454856204        454818097        454780362        454744848        454710286        454675976        454641416        454606831        454571829        454538455        454504788        454471038        454436882        454404427        454371576   
443246178     455017780        454974601        454934290        454896283        454856212        454818105        454780370        454744855        454710294        454675992        454641424        454606849        454571613        454538463        454504812        454471046        454436890        454404435        454371584   
443245709     455017582        454974619        454934308        454896077        454856220        454818113        454780156        454744863        454710302        454676016        454641432        454606625        454571621        454538489        454504820        454471053        454436924        454404443        454371592   
443243043     455017590        454974627        454934324        454896085        454856246        454818121        454780172        454744871        454710328        454676032        454641440        454606633        454571639        454538497        454504838        454470857        454436932        454404450        454371386   
443242862     455017608        454974635        454934332        454896093        454856261        454818147        454780180        454744889        454710336        454676040        454641226        454606641        454571647        454538513        454504846        454470865        454436940        454404468        454371402   
443242656     455017616        454974643        454934340        454896119        454856063        454818154        454780198        454744897        454710112        454675836        454641234        454606658        454571662        454538547        454504861        454470899        454436742        454404476        454371410   
443242029     455017632        454974650        454934365        454896127        454856089        454818162        454780206        454744905        454710120        454675851        454641242        454606666        454571670        454538554        454504879        454470907        454436759        454404484        454371428   
443237763     455017665        454974676        454934159        454896150        454856097        454817966        454780214        454744699        454710146        454675869        454641259        454606674        454571688        454538349        454504887        454470923        454436767        454404492        454371436   
443237409     455017673        454974684        454934191        454896168        454856105        454817974        454780222        454744707        454710153        454675877        454641267        454606682        454571696        454538356        454504671        454470931        454436775        454404500        454371444   
443237508     455017467        454974494        454934209        454896176        454856113        454817982        454780230        454744723        454710179        454675893        454641275        454606690        454571704        454538364        454504697        454470949        454436783        454404302        454371451   
443235148     455017475        454974528        454934217        454895962        454855966        454817990        454780248        454744731        454710187        454675919        454641309        454606708        454571514        454538372        454504705        454470725        454436791        454404328        454371469   
443232947     455017491        454974536        454934225        454895970        454855974        454818006        454780255        454744756        454710203        454675711        454641325        454606724        454571522        454538380        454504713        454470733        454436817        454404344        454371477   
443232954     455017509        454974544        454934241        454895988        454855982        454818014        454780263        454744764        454710211        454675737        454641333        454606526        454571530        454538414        454504721        454470741        454436833        454404351        454371261   
443232376     455017533        454974551        454934258        454895996        454855990        454818022        454780040        454744772        454710229        454675745        454641119        454606542        454571548        454538422        454504739        454470758        454436841        454404377        454371279   
443231766     455017541        454974577        454934043        454896002        454856006        454818030        454780057        454744780        454710039        454675752        454641127        454606559        454571563        454538430        454504747        454470774        454436635        454404385        454371295   
443226386     455017350        454974353        454934050        454896028        454856014        454818048        454780065        454744798        454710047        454675760        454641143        454606567        454571589        454538232        454504754        454470782        454436643        454404393        454371303   
443225230     455017384        454974361        454934068        454896044        454856022        454818055        454780073        454744582        454710054        454675786        454641150        454606575        454571597        454538240        454504762        454470790        454436668        454404187        454371311   
443224340     455017392        454974379        454934084        454896051        454856030        454818063        454780081        454744590        454710062        454675794        454641168        454606583        454571605        454538257        454504770        454470808        454436676        454404211        454371329   
443222823     455017426        454974387        454934092        454895855        454856048        454817883        454780099        454744608        454710070        454675802        454641176        454606591        454571399        454538265        454504564        454470816        454436700        454404237        454371337   
443222484     455017244        454974395        454934100        454895863        454855834        454817909        454780107        454744616        454710088        454675810        454641184        454606617        454571407        454538273        454504580        454470832        454436718        454404245        454371345   
443221262     455017269        454974411        454934134        454895871        454855842        454817925        454780115        454744624        454709890        454675604        454641192        454606419        454571415        454538117        454504598        454470600        454436726        454404252        454371352   
443220488     455017277        454974429        454934142        454895889        454855859        454817933        454780123        454744632        454709908        454675612        454641218        454606427        454571423        454538125        454504614        454470618        454436734        454404260        454371360   
443215942     455017335        454974437        454933946        454895897        454855867        454817958        454780131        454744640        454709916        454675638        454641010        454606435        454571431        454538133        454504622        454470642        454436528        454404278        454371154   
443216031     455017145        454974445        454933953        454895913        454855875        454817743        454780149        454744657        454709924        454675646        454641028        454606443        454571449        454538141        454504630        454470659        454436536        454404286        454371162   
443213426     455017178        454974247        454933961        454895947        454855883        454817776        454779935        454744665        454709932        454675653        454641036        454606450        454571456        454538158        454504648        454470675        454436544        454404070        454371196   
443212659     455017236        454974254        454933979        454895954        454855891        454817784        454779943        454744673        454709940        454675661        454641044        454606468        454571464        454538166        454504655        454470691        454436551        454404088        454371204   
443211842     455017020        454974270        454933987        454895731        454855909        454817792        454779968        454744681        454709957        454675687        454641051        454606476        454571480        454538174        454504663        454470493        454436569        454404096        454371212   
443210265     455017061        454974288        454933995        454895749        454855917        454817800        454779976        454744475        454709965        454675695        454641069        454606492        454571282        454538190        454504457        454470501        454436577        454404104        454371238   
443208822     455017079        454974296        454934027        454895780        454855925        454817842        454779984        454744483        454709973        454675497        454641085        454606500        454571290        454538208        454504465        454470519        454436585        454404120        454371246   
443207972     455017111        454974320        454933821        454895798        454855727        454817636        454779992        454744509        454709981        454675505        454641093        454606294        454571308        454538216        454504473        454470527        454436601        454404138        454371253   
443207980     455016915        454974338        454933847        454895806        454855735        454817644        454780008        454744517        454709999        454675513        454641101        454606310        454571316        454537994        454504481        454470535        454436619        454404146        454371048   
443206727     455016923        454974346        454933862        454895814        454855743        454817651        454780016        454744525        454709783        454675562        454640897        454606336        454571324        454538018        454504507        454470543        454436627        454404153        454371063   
443206354     455016956        454974130        454933870        454895822        454855750        454817677        454780024        454744533        454709791        454675596        454640905        454606344        454571332        454538026        454504515        454470576        454436395        454403973        454371071   
443205901     455016964        454974148        454933888        454895830        454855768        454817685        454780032        454744541        454709809        454675380        454640913        454606351        454571340        454538034        454504523        454470592        454436403        454403981        454371089   
443205968     455016998        454974155        454933912        454895848        454855776        454817693        454779828        454744558        454709825        454675406        454640921        454606369        454571365        454538042        454504531        454470394        454436429        454403999        454371097   
443206107     455016790        454974163        454933714        454895624        454855784        454817701        454779836        454744566        454709841        454675414        454640939        454606377        454571373        454538059        454504549        454470402        454436437        454404005        454371105   
443205505     455016832        454974171        454933748        454895632        454855792        454817735        454779844        454744574        454709858        454675430        454640947        454606385        454571381        454538067        454504556        454470410        454436445        454404013        454371113   
443202841     455016857        454974189        454933755        454895673        454855800        454817529        454779851        454744376        454709866        454675448        454640954        454606187        454571175        454538075        454504333        454470428        454436460        454404021        454371121   
443202270     455016865        454974213        454933771        454895681        454855818        454817537        454779869        454744384        454709874        454675455        454640962        454606195        454571183        454538091        454504341        454470444        454436478        454404039        454371147   
443201710     455016881        454974221        454933797        454895699        454855628        454817545        454779877        454744392        454709676        454675489        454640970        454606203        454571209        454538109        454504382        454470451        454436494        454404047        454370933   
443200407     455016683        454974031        454933805        454895715        454855636        454817560        454779885        454744418        454709684        454675273        454640988        454606211        454571217        454537887        454504416        454470477        454436502        454404054        454370941   
443200506     455016691        454974049        454933813        454895723        454855644        454817578        454779893        454744434        454709692        454675281        454640996        454606229        454571225        454537895        454504424        454470485        454436510        454404062        454370966   
443200605     455016717        454974064        454933607        454895517        454855651        454817586        454779901        454744442        454709700        454675299        454640780        454606245        454571233        454537903        454504432        454470279        454436288        454403858        454370974   
443197447     455016758        454974072        454933615        454895525        454855677        454817602        454779919        454744459        454709726        454675307        454640814        454606252        454571241        454537911        454504440        454470303        454436296        454403866        454370982   
443195359     455016766        454974114        454933623        454895533        454855685        454817610        454779927        454744467        454709734        454675364        454640822        454606260        454571258        454537929        454504234        454470311        454436304        454403874        454370990   
443195078     455016576        454974122        454933649        454895558        454855693        454817412        454779711        454744251        454709742        454675372        454640830        454606278        454571266        454537937        454504242        454470329        454436338        454403882        454371006   
443194691     455016618        454973926        454933656        454895590        454855701        454817420        454779729        454744277        454709759        454675166        454640848        454606070        454571274        454537945        454504259        454470345        454436353        454403890        454371014   
443194295     455016626        454973934        454933664        454895608        454855719        454817438        454779737        454744285        454709767        454675182        454640855        454606096        454571068        454537952        454504267        454470352        454436379        454403908        454371022   
443194139     455016634        454973959        454933672        454895616        454855511        454817446        454779745        454744293        454709775        454675190        454640871        454606104        454571076        454537986        454504275        454470360        454436387        454403916        454371030   
443193701     455016642        454973967        454933698        454895400        454855529        454817453        454779752        454744301        454709569        454675208        454640889        454606120        454571084        454537770        454504291        454470378        454436163        454403924        454370818   
443192968     455016675        454973983        454933706        454895418        454855537        454817461        454779760        454744319        454709577        454675216        454640681        454606138        454571092        454537788        454504309        454470386        454436171        454403940        454370834   
443192083     455016501        454973991        454933516        454895434        454855545        454817479        454779778        454744327        454709585        454675232        454640707        454606146        454571100        454537796        454504317        454470170        454436189        454403742        454370842   
443191366     455016527        454974007        454933524        454895442        454855552        454817487        454779786        454744335        454709593        454675240        454640723        454606153        454571126        454537804        454504325        454470188        454436197        454403759        454370859   
443189691     455016535        454973801        454933540        454895459        454855586        454817495        454779794        454744343        454709601        454675265        454640749        454606161        454571134        454537853        454504127        454470196        454436205        454403767        454370867   
443189170     455016543        454973819        454933557        454895467        454855594        454817503        454779802        454744152        454709619        454675059        454640756        454606179        454571142        454537861        454504150        454470204        454436213        454403775        454370883   
443188685     455016568        454973827        454933573        454895475        454855404        454817511        454779810        454744178        454709627        454675075        454640772        454605965        454571159        454537671        454504176        454470212        454436247        454403783        454370909   
443188693     455016378        454973835        454933599        454895509        454855420        454817321        454779604        454744186        454709635        454675083        454640566        454605981        454570979        454537689        454504200        454470220        454436254        454403791        454370925   
443188909     455016386        454973850        454933383        454895301        454855438        454817339        454779612        454744202        454709650        454675091        454640590        454605999        454570987        454537697        454504218        454470238        454436262        454403809        454370701   
443188370     455016394        454973868        454933391        454895319        454855446        454817347        454779620        454744210        454709668        454675109        454640608        454606005        454570995        454537713        454504010        454470261        454436270        454403817        454370719   
443188198     455016410        454973876        454933425        454895327        454855453        454817354        454779638        454744244        454709452        454675117        454640616        454606013        454571001        454537721        454504036        454470055        454436056        454403825        454370727   
443185459     455016428        454973892        454933433        454895343        454855461        454817370        454779646        454744038        454709478        454675133        454640624        454606021        454571019        454537739        454504044        454470063        454436064        454403841        454370735   


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443184676     455016451        454973900        454933441        454895384        454855479        454817404        454779653        454744046        454709486        454675141        454640632        454606039        454571035        454537747        454504051        454470071        454436072        454403635        454370743   
443183884     455016329        454973694        454933458        454895194        454855487        454817206        454779661        454744053        454709494        454675158        454640640        454606047        454571043        454537754        454504069        454470089        454436080        454403643        454370768   
443182795     455016337        454973702        454933284        454895202        454855495        454817222        454779679        454744087        454709510        454674953        454640665        454606054        454571050        454537762        454504077        454470097        454436098        454403650        454370776   
443181706     455016196        454973710        454933292        454895210        454855289        454817255        454779687        454744095        454709528        454674979        454640459        454606062        454570854        454537556        454504085        454470105        454436106        454403668        454370784   
443180989     455016204        454973736        454933318        454895236        454855297        454817263        454779695        454744103        454709551        454674987        454640483        454605858        454570862        454537564        454504093        454470121        454436114        454403676        454370792   
443180476     455016212        454973751        454933326        454895244        454855305        454817271        454779703        454744111        454709353        454674995        454640491        454605874        454570870        454537572        454504119        454470147        454436122        454403684        454370800   
443178587     455016030        454973769        454933359        454895277        454855313        454817289        454779497        454744137        454709361        454675000        454640509        454605908        454570888        454537580        454503905        454469958        454436130        454403692        454370594   
443177886     455016048        454973785        454933367        454895079        454855321        454817297        454779513        454743923        454709403        454675034        454640517        454605916        454570896        454537598        454503913        454469966        454436155        454403700        454370602   
443178058     455016055        454973793        454933375        454895087        454855354        454817099        454779547        454743931        454709411        454675042        454640525        454605924        454570904        454537606        454503921        454469974        454435942        454403718        454370610   
443176011     455015941        454973579        454933169        454895103        454855362        454817107        454779554        454743949        454709437        454674839        454640533        454605932        454570912        454537622        454503939        454469982        454435959        454403726        454370628   
443175492     455015958        454973587        454933177        454895111        454855370        454817123        454779570        454743956        454709239        454674847        454640558        454605940        454570920        454537630        454503954        454469990        454435975        454403734        454370636   
443174776     455015990        454973595        454933193        454895137        454855388        454817131        454779588        454743972        454709247        454674854        454640343        454605957        454570938        454537655        454503996        454470006        454435983        454403528        454370644   
443174792     455015792        454973611        454933201        454895145        454855172        454817149        454779596        454743998        454709254        454674862        454640350        454605759        454570946        454537440        454504002        454470014        454435991        454403536        454370651   
443174354     455015818        454973629        454933219        454894965        454855206        454817156        454779380        454744004        454709262        454674896        454640368        454605775        454570953        454537457        454503798        454470030        454436015        454403551        454370669   
443174115     455015834        454973637        454933235        454894973        454855214        454817180        454779398        454743824        454709270        454674904        454640376        454605783        454570748        454537465        454503830        454469834        454436031        454403569        454370685   
443173505     455015842        454973645        454933243        454894981        454855230        454817198        454779406        454743832        454709296        454674912        454640392        454605809        454570797        454537473        454503848        454469859        454436049        454403577        454370693   
443172721     455015859        454973652        454933052        454895004        454855248        454816992        454779414        454743840        454709304        454674938        454640400        454605825        454570805        454537481        454503863        454469867        454435827        454403585        454370495   
443171384     455015867        454973660        454933060        454895012        454855255        454817016        454779422        454743857        454709320        454674722        454640418        454605833        454570813        454537499        454503871        454469875        454435835        454403593        454370511   
443171392     455015685        454973678        454933086        454895020        454855263        454817032        454779430        454743873        454709122        454674748        454640426        454605635        454570821        454537507        454503889        454469883        454435843        454403601        454370529   
443171533     455015693        454973686        454933094        454895038        454855271        454817040        454779448        454743881        454709130        454674755        454640236        454605643        454570839        454537515        454503897        454469891        454435850        454403619        454370537   
443171632     455015701        454973462        454933110        454895046        454855065        454817065        454779455        454743899        454709205        454674763        454640244        454605676        454570631        454537523        454503681        454469909        454435868        454403411        454370552   
443168554     455015735        454973470        454933128        454895053        454855081        454817073        454779463        454743709        454709213        454674797        454640251        454605684        454570649        454537531        454503699        454469917        454435876        454403429        454370560   
443167317     455015768        454973488        454933136        454894858        454855115        454817081        454779471        454743717        454709221        454674821        454640269        454605692        454570656        454537549        454503707        454469925        454435884        454403437        454370578   
443166376     455015776        454973504        454933144        454894874        454855131        454816877        454779489        454743725        454709015        454674615        454640277        454605718        454570664        454537333        454503715        454469933        454435892        454403445        454370586   
443165105     455015560        454973512        454933151        454894890        454855156        454816901        454779265        454743733        454709031        454674623        454640285        454605726        454570672        454537341        454503756        454469735        454435900        454403452        454370388   
443164447     455015578        454973538        454932948        454894908        454855164        454816919        454779281        454743758        454709049        454674631        454640293        454605734        454570680        454537358        454503764        454469750        454435918        454403460        454370396   
443164058     455015586        454973546        454932955        454894924        454854985        454816927        454779307        454743766        454709072        454674649        454640301        454605510        454570698        454537366        454503772        454469776        454435926        454403478        454370404   
443164231     455015628        454973553        454932997        454894932        454854993        454816935        454779315        454743782        454709080        454674656        454640319        454605528        454570706        454537374        454503566        454469784        454435702        454403486        454370420   
443163472     455015644        454973355        454933003        454894940        454855008        454816943        454779323        454743790        454709106        454674664        454640327        454605544        454570714        454537382        454503574        454469792        454435710        454403502        454370438   
443162102     455015669        454973371        454933029        454894726        454855016        454816968        454779331        454743600        454709114        454674672        454640335        454605551        454570722        454537390        454503582        454469800        454435728        454403510        454370446   
443162151     455015453        454973389        454933037        454894734        454855024        454816976        454779349        454743618        454708918        454674680        454640129        454605585        454570532        454537408        454503590        454469610        454435736        454403296        454370453   
443161559     455015461        454973397        454933045        454894742        454855032        454816760        454779364        454743626        454708926        454674698        454640145        454605601        454570540        454537416        454503608        454469636        454435769        454403304        454370461   
443159033     455015479        454973413        454932831        454894767        454855057        454816778        454779133        454743642        454708934        454674706        454640152        454605619        454570565        454537424        454503624        454469644        454435777        454403312        454370479   
443154869     455015495        454973421        454932856        454894775        454854852        454816786        454779158        454743659        454708942        454674714        454640160        454605403        454570581        454537226        454503640        454469651        454435785        454403338        454370263   
443153960     455015503        454973447        454932880        454894783        454854860        454816794        454779166        454743667        454708967        454674516        454640178        454605429        454570607        454537234        454503459        454469677        454435801        454403346        454370271   
443152616     455015537        454973454        454932898        454894791        454854886        454816810        454779174        454743675        454708975        454674524        454640202        454605437        454570615        454537242        454503467        454469685        454435819        454403379        454370297   
443149067     455015388        454973249        454932906        454894809        454854894        454816828        454779182        454743485        454708983        454674540        454640210        454605445        454570623        454537259        454503475        454469719        454435603        454403387        454370305   
443149422     455015396        454973264        454932914        454894825        454854902        454816836        454779190        454743493        454708991        454674565        454640228        454605452        454570417        454537275        454503483        454469511        454435611        454403403        454370313   
443147558     455015404        454973272        454932930        454894635        454854910        454816869        454779216        454743519        454708801        454674581        454640012        454605486        454570433        454537283        454503491        454469537        454435637        454403189        454370321   
443141700     455015412        454973298        454932724        454894643        454854928        454816653        454779257        454743527        454708819        454674599        454640020        454605494        454570458        454537291        454503525        454469545        454435645        454403197        454370339   
443141080     455015438        454973306        454932732        454894676        454854738        454816679        454779026        454743543        454708827        454674607        454640038        454605288        454570466        454537317        454503533        454469552        454435652        454403205        454370347   
443138714     455015289        454973314        454932740        454894684        454854761        454816703        454779034        454743550        454708835        454674391        454640046        454605296        454570474        454537325        454503541        454469578        454435660        454403213        454370354   
443134309     455015297        454973322        454932757        454894700        454854779        454816729        454779059        454743568        454708843        454674409        454640053        454605312        454570482        454537127        454503558        454469586        454435678        454403221        454370362   
443130653     455015305        454973330        454932773        454894718        454854795        454816737        454779067        454743576        454708850        454674417        454640061        454605320        454570490        454537135        454503368        454469602        454435686        454403239        454370149   
443128905     455015164        454973348        454932799        454894502        454854803        454816752        454779083        454743584        454708868        454674441        454640095        454605338        454570508        454537143        454503376        454469396        454435694        454403247        454370156   
443124839     455015172        454973132        454932807        454894536        454854811        454816554        454779091        454743386        454708876        454674458        454640111        454605346        454570516        454537150        454503384        454469404        454435488        454403254        454370164   
443122429     455015206        454973140        454932823        454894544        454854837        454816570        454779109        454743394        454708884        454674466        454639915        454605353        454570300        454537176        454503392        454469446        454435496        454403262        454370172   
443121868     455015222        454973165        454932625        454894551        454854613        454816596        454779125        454743410        454708892        454674474        454639931        454605361        454570318        454537184        454503400        454469453        454435504        454403270        454370180   
443105184     455015016        454973181        454932641        454894577        454854639        454816604        454778911        454743428        454708694        454674482        454639949        454605387        454570326        454537192        454503418        454469461        454435512        454403288        454370206   
443104062     455015040        454973207        454932658        454894593        454854647        454816612        454778929        454743444        454708702        454674490        454639972        454605395        454570334        454537200        454503426        454469479        454435520        454403072        454370214   
443099924     455015065        454973223        454932492        454894395        454854670        454816620        454778937        454743451        454708710        454674300        454639980        454605171        454570342        454537010        454503434        454469271        454435538        454403080        454370230   
443094081     455015081        454973231        454932500        454894403        454854688        454816638        454778945        454743469        454708728        454674318        454639998        454605189        454570359        454537044        454503442        454469297        454435561        454403098        454370248   
443094123     455015115        454973025        454932526        454894411        454854696        454816430        454778952        454743287        454708736        454674326        454640004        454605197        454570367        454537051        454503244        454469305        454435579        454403106        454370032   
443092788     455014944        454973033        454932534        454894429        454854704        454816463        454778960        454743295        454708744        454674334        454639808        454605213        454570375        454537069        454503251        454469313        454435587        454403114        454370040   
443092549     455014951        454973041        454932542        454894437        454854506        454816497        454778978        454743303        454708751        454674342        454639816        454605221        454570383        454537077        454503269        454469321        454435371        454403122        454370057   
443088885     455014977        454973058        454932567        454894445        454854514        454816505        454778986        454743329        454708785        454674359        454639824        454605239        454570409        454537085        454503285        454469339        454435389        454403130        454370065   
443083217     455014985        454973074        454932591        454894452        454854522        454816521        454778994        454743337        454708579        454674367        454639832        454605247        454570201        454537101        454503293        454469354        454435397        454403163        454370073   
443083365     455015008        454973082        454932385        454894486        454854555        454816539        454779000        454743345        454708587        454674375        454639840        454605254        454570227        454537119        454503301        454469370        454435405        454403171        454370081   
443082532     455014795        454973090        454932393        454894270        454854563        454816331        454779018        454743352        454708595        454674177        454639857        454605270        454570235        454536905        454503319        454469164        454435413        454402967        454370107   
443082219     455014852        454973108        454932435        454894288        454854571        454816349        454778820        454743360        454708603        454674201        454639873        454605064        454570243        454536913        454503327        454469172        454435421        454402983        454370115   
443079983     455014860        454972910        454932443        454894304        454854589        454816356        454778838        454743378        454708611        454674219        454639881        454605072        454570250        454536921        454503343        454469180        454435447        454403007        454370123   
443076641     455014878        454972928        454932450        454894312        454854597        454816364        454778853        454743170        454708629        454674227        454639899        454605098        454570268        454536939        454503137        454469198        454435462        454403015        454369927   
443073002     455014894        454972936        454932476        454894338        454854399        454816372        454778879        454743188        454708652        454674235        454639691        454605106        454570276        454536947        454503152        454469206        454435470        454403023        454369935   
443070776     455014712        454972944        454932252        454894387        454854423        454816398        454778887        454743196        454708660        454674243        454639709        454605122        454570284        454536954        454503160        454469222        454435272        454403031        454369943   
443067954     455014720        454972969        454932260        454894163        454854431        454816414        454778903        454743204        454708462        454674250        454639725        454605130        454570292        454536962        454503178        454469255        454435280        454403056        454369950   
443066097     455014753        454972985        454932278        454894171        454854449        454816422        454778697        454743220        454708470        454674276        454639733        454605148        454570086        454536996        454503186        454469065        454435298        454402850        454369968   
443063839     455014761        454972993        454932286        454894189        454854456        454816216        454778705        454743246        454708488        454674078        454639766        454605155        454570094        454537002        454503194        454469073        454435314        454402868        454369984   
443062732     455014779        454972795        454932336        454894197        454854464        454816224        454778713        454743253        454708496        454674086        454639774        454605163        454570102        454536798        454503202        454469099        454435330        454402876        454369992   
443061791     455014787        454972803        454932377        454894205        454854472        454816240        454778739        454743261        454708504        454674110        454639584        454604950        454570110        454536814        454503210        454469107        454435348        454402884        454370008   
443059993     455014571        454972811        454932138        454894221        454854480        454816273        454778747        454743279        454708512        454674128        454639592        454604968        454570128        454536822        454503228        454469115        454435355        454402892        454370016   
443060058     455014597        454972829        454932146        454894239        454854498        454816299        454778754        454743071        454708553        454674136        454639600        454604976        454570136        454536830        454503236        454469131        454435363        454402918        454370024   
443056833     455014605        454972852        454932153        454894254        454854274        454816117        454778762        454743089        454708561        454674144        454639634        454604984        454570144        454536848        454503020        454469149        454435157        454402926        454369810   
443056130     455014647        454972878        454932161        454894056        454854282        454816133        454778770        454743097        454708355        454674169        454639642        454604992        454570169        454536863        454503038        454469156        454435165        454402934        454369828   


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443053723     455014480        454972886        454932179        454894072        454854290        454816141        454778788        454743113        454708363        454673963        454639659        454605007        454570185        454536871        454503046        454468968        454435173        454402942        454369836   
443049325     455014498        454972894        454932195        454894080        454854308        454816166        454778796        454743121        454708371        454673971        454639667        454605015        454569971        454536889        454503053        454468992        454435199        454402959        454369844   
443045745     455014506        454972720        454932211        454894098        454854316        454816174        454778580        454743139        454708389        454673989        454639675        454605023        454569989        454536681        454503061        454469008        454435207        454402744        454369851   
443045075     455014522        454972746        454932229        454894106        454854340        454816182        454778598        454743147        454708397        454673997        454639477        454605049        454570003        454536699        454503079        454469016        454435215        454402751        454369869   
443043237     455014548        454972753        454932021        454894114        454854357        454816190        454778606        454743154        454708405        454674011        454639485        454605056        454570011        454536715        454503087        454469024        454435223        454402769        454369877   
443041447     455014431        454972761        454932039        454894122        454854381        454816208        454778614        454743162        454708413        454674029        454639519        454604851        454570029        454536723        454503095        454469032        454435231        454402777        454369885   
443040308     455014456        454972787        454932047        454894130        454854167        454816018        454778630        454742966        454708439        454674037        454639527        454604869        454570037        454536731        454503111        454469040        454435249        454402785        454369893   
443038443     455014241        454972571        454932062        454894148        454854175        454816034        454778648        454742974        454708454        454674045        454639543        454604885        454570045        454536749        454503129        454469057        454435256        454402793        454369901   
443037486     455014258        454972589        454932070        454894155        454854183        454816067        454778655        454742982        454708231        454674052        454639550        454604893        454570052        454536756        454502915        454468844        454435033        454402801        454369919   
443037502     455014266        454972597        454932112        454893942        454854191        454816075        454778671        454743006        454708249        454673856        454639568        454604901        454570060        454536772        454502931        454468851        454435066        454402819        454369703   
443036116     455014290        454972639        454932120        454893959        454854209        454816091        454778689        454743014        454708256        454673864        454639576        454604919        454569864        454536780        454502949        454468869        454435074        454402827        454369711   
443032552     455014316        454972647        454931916        454893967        454854217        454815887        454778481        454743030        454708264        454673872        454639360        454604935        454569898        454536574        454502956        454468877        454435082        454402835        454369729   
443028352     455014324        454972654        454931940        454893975        454854225        454815895        454778499        454743048        454708272        454673880        454639378        454604943        454569906        454536582        454502964        454468919        454435090        454402843        454369737   
443027347     455014340        454972662        454931957        454893983        454854241        454815911        454778515        454743055        454708280        454673898        454639386        454604737        454569914        454536590        454502972        454468927        454435108        454402645        454369745   
443026752     455014134        454972456        454931965        454893991        454854266        454815929        454778523        454742867        454708298        454673914        454639394        454604745        454569922        454536608        454502980        454468935        454435116        454402652        454369752   
443024450     455014142        454972464        454931981        454894007        454854050        454815937        454778531        454742875        454708314        454673922        454639402        454604752        454569930        454536616        454502998        454468745        454435124        454402660        454369760   
443016902     455014159        454972472        454931999        454894023        454854084        454815960        454778556        454742883        454708322        454673930        454639410        454604778        454569948        454536624        454503012        454468752        454435132        454402678        454369778   
443003652     455014175        454972480        454932005        454894049        454854092        454815978        454778564        454742891        454708330        454673948        454639436        454604794        454569955        454536632        454502808        454468760        454435140        454402686        454369786   
442983086     455014183        454972498        454931791        454893835        454854100        454815986        454778572        454742909        454708348        454673732        454639444        454604828        454569963        454536640        454502816        454468778        454434929        454402694        454369802   
442976478     455014191        454972506        454931809        454893843        454854118        454815796        454778366        454742925        454708124        454673757        454639451        454604612        454569740        454536657        454502824        454468786        454434937        454402702        454369596   
442972642     455014209        454972514        454931817        454893850        454854142        454815812        454778374        454742941        454708132        454673765        454639246        454604620        454569765        454536665        454502832        454468802        454434945        454402710        454369604   
442968608     455014233        454972522        454931825        454893876        454853946        454815838        454778382        454742750        454708157        454673799        454639253        454604646        454569781        454536673        454502840        454468810        454434952        454402728        454369620   
442968087     455014027        454972530        454931833        454893884        454853953        454815853        454778416        454742768        454708173        454673815        454639261        454604661        454569799        454536467        454502857        454468828        454434960        454402736        454369646   
442966826     455014035        454972340        454931866        454893900        454853961        454815861        454778424        454742776        454708181        454673823        454639279        454604679        454569807        454536475        454502865        454468836        454434978        454402520        454369653   
442957643     455014050        454972357        454931874        454893926        454853979        454815879        454778432        454742784        454708199        454673831        454639287        454604687        454569815        454536483        454502873        454468679        454434986        454402538        454369661   
442955662     455014100        454972365        454931882        454893934        454853995        454815689        454778457        454742818        454708207        454673633        454639295        454604695        454569823        454536509        454502881        454468687        454434994        454402546        454369679   
442928628     455014118        454972373        454931908        454893728        454854001        454815697        454778259        454742826        454708215        454673641        454639303        454604703        454569831        454536517        454502899        454468695        454435017        454402553        454369695   
442915971     455013912        454972381        454931684        454893736        454854027        454815705        454778267        454742842        454708223        454673658        454639311        454604711        454569849        454536525        454502907        454468703        454434820        454402561        454369497   
442911590     455013920        454972415        454931692        454893751        454854035        454815713        454778283        454742859        454708009        454673674        454639345        454604505        454569633        454536533        454502691        454468711        454434838        454402579        454369505   
442909552     455013938        454972423        454931700        454893769        454853847        454815721        454778291        454742651        454708017        454673690        454639352        454604521        454569666        454536558        454502717        454468737        454434846        454402587        454369513   
442898185     455014001        454972431        454931718        454893777        454853854        454815739        454778309        454742669        454708025        454673716        454639139        454604554        454569674        454536566        454502725        454468539        454434853        454402595        454369562   
442896049     455013805        454972449        454931726        454893785        454853870        454815762        454778317        454742677        454708033        454673724        454639147        454604562        454569682        454536368        454502733        454468554        454434861        454402603        454369588   
442891107     455013813        454972258        454931734        454893827        454853896        454815556        454778325        454742693        454708041        454673518        454639154        454604570        454569708        454536376        454502741        454468562        454434879        454402611        454369372   
442889176     455013839        454972274        454931742        454893611        454853904        454815564        454778333        454742701        454708058        454673526        454639162        454604588        454569716        454536384        454502766        454468570        454434887        454402629        454369398   
442881660     455013854        454972282        454931759        454893629        454853912        454815572        454778341        454742735        454708066        454673534        454639188        454604604        454569732        454536392        454502774        454468604        454434895        454402413        454369406   
442849048     455013862        454972308        454931767        454893652        454853938        454815606        454778358        454742560        454708074        454673559        454639204        454604414        454569526        454536400        454502790        454468612        454434903        454402421        454369422   
442847067     455013870        454972316        454931775        454893660        454853730        454815614        454778143        454742578        454708082        454673575        454639220        454604422        454569534        454536418        454502584        454468620        454434911        454402439        454369448   
442842027     455013698        454972332        454931783        454893678        454853748        454815622        454778150        454742594        454708108        454673583        454639238        454604430        454569559        454536426        454502618        454468414        454434739        454402447        454369455   
442839676     455013722        454972142        454931577        454893686        454853755        454815648        454778168        454742610        454707878        454673591        454639030        454604448        454569567        454536434        454502667        454468422        454434747        454402454        454369463   
442834628     455013730        454972159        454931585        454893694        454853805        454815655        454778176        454742420        454707886        454673617        454639048        454604455        454569575        454536442        454502493        454468430        454434762        454402462        454369265   
442816567     455013763        454972167        454931619        454893702        454853813        454815440        454778192        454742438        454707894        454673401        454639063        454604471        454569583        454536251        454502527        454468455        454434770        454402470        454369273   
442809943     455013599        454972175        454931627        454893512        454853821        454815457        454778200        454742503        454707910        454673427        454639071        454604489        454569591        454536269        454502535        454468463        454434796        454402488        454369281   
442808440     455013664        454972183        454931635        454893520        454853623        454815465        454778218        454742321        454707928        454673435        454639089        454604497        454569609        454536277        454502550        454468471        454434804        454402496        454369299   
442805065     455013672        454972217        454931643        454893538        454853631        454815473        454778226        454742339        454707936        454673450        454639113        454604307        454569617        454536285        454502576        454468489        454434580        454402504        454369315   
442804332     455013466        454972225        454931460        454893579        454853649        454815481        454778234        454742354        454707944        454673468        454639121        454604315        454569419        454536293        454502360        454468497        454434598        454402512        454369323   
442803326     455013474        454972019        454931478        454893587        454853656        454815507        454778242        454742370        454707993        454673484        454638941        454604323        454569427        454536301        454502378        454468505        454434606        454402322        454369331   
442792743     455013482        454972027        454931502        454893595        454853664        454815515        454778044        454742396        454707753        454673492        454638958        454604331        454569435        454536319        454502394        454468315        454434630        454402348        454369349   
442777777     455013490        454972068        454931528        454893603        454853680        454815549        454778051        454742206        454707779        454673500        454638966        454604356        454569443        454536327        454502402        454468323        454434648        454402355        454369356   
442771242     455013516        454972118        454931536        454893397        454853706        454815333        454778069        454742214        454707795        454673294        454638974        454604364        454569468        454536335        454502410        454468331        454434655        454402363        454369364   
442749263     455013532        454971904        454931544        454893405        454853714        454815341        454778077        454742222        454707803        454673302        454639006        454604380        454569484        454536343        454502428        454468349        454434671        454402371        454369141   
442747598     455013540        454971912        454931569        454893413        454853722        454815358        454778085        454742230        454707811        454673310        454638800        454604398        454569492        454536350        454502436        454468364        454434689        454402389        454369158   
442739728     455013367        454971946        454931387        454893454        454853516        454815366        454778093        454742255        454707829        454673344        454638818        454604208        454569500        454536145        454502444        454468372        454434473        454402397        454369166   
442737532     455013375        454971979        454931395        454893462        454853524        454815374        454778101        454742263        454707837        454673351        454638834        454604216        454569518        454536186        454502451        454468380        454434481        454402405        454369182   
442736658     455013417        454971987        454931403        454893488        454853557        454815382        454778119        454742271        454707845        454673369        454638842        454604224        454569310        454536202        454502469        454468406        454434499        454402181        454369190   
442729356     455013433        454971995        454931411        454893496        454853565        454815390        454778127        454742289        454707852        454673377        454638859        454604232        454569328        454536210        454502246        454468190        454434507        454402199        454369208   
442696704     455013441        454972001        454931429        454893280        454853573        454815408        454778135        454742297        454707654        454673385        454638875        454604240        454569336        454536236        454502261        454468208        454434515        454402215        454369224   
442695912     455013243        454971797        454931445        454893298        454853581        454815416        454777939        454742305        454707662        454673187        454638883        454604257        454569351        454536244        454502279        454468216        454434523        454402223        454369232   
442693966     455013250        454971805        454931452        454893306        454853599        454815424        454777947        454742099        454707670        454673195        454638891        454604265        454569377        454536020        454502287        454468224        454434531        454402231        454369240   
442692141     455013268        454971821        454931254        454893314        454853607        454815432        454777954        454742115        454707688        454673203        454638909        454604273        454569385        454536046        454502295        454468232        454434549        454402249        454369257   
442689964     455013284        454971847        454931262        454893330        454853433        454815234        454777962        454742123        454707696        454673211        454638917        454604281        454569401        454536053        454502303        454468240        454434358        454402256        454369026   
442685079     455013292        454971870        454931270        454893348        454853441        454815242        454777970        454742149        454707704        454673229        454638693        454604299        454569211        454536061        454502311        454468257        454434366        454402264        454369034   
442676763     455013300        454971888        454931288        454893355        454853458        454815259        454777988        454742156        454707712        454673245        454638701        454604109        454569229        454536079        454502329        454468265        454434374        454402272        454369042   
442673885     455013326        454971680        454931296        454893363        454853474        454815267        454778002        454742164        454707720        454673252        454638719        454604117        454569237        454536087        454502337        454468273        454434382        454402280        454369059   
442663852     455013342        454971698        454931338        454893371        454853490        454815275        454778010        454742172        454707738        454673260        454638727        454604133        454569245        454536095        454502345        454468281        454434390        454402298        454369067   
442649836     455013128        454971714        454931346        454893389        454853508        454815283        454778028        454742180        454707746        454673278        454638735        454604158        454569252        454536103        454502121        454468083        454434408        454402074        454369083   
442627352     455013151        454971722        454931130        454893207        454853292        454815291        454777814        454742198        454707548        454673062        454638750        454604166        454569260        454536129        454502147        454468091        454434416        454402082        454369091   
442528121     455013169        454971730        454931148        454893215        454853300        454815317        454777822        454741984        454707555        454673088        454638776        454604174        454569278        454535915        454502154        454468109        454434424        454402090        454369125   
442495818     455013177        454971748        454931155        454893223        454853318        454815127        454777830        454741992        454707563        454673096        454638784        454604182        454569286        454535923        454502162        454468117        454434432        454402116        454369133   
442383550     455013185        454971763        454931163        454893256        454853326        454815135        454777855        454742008        454707571        454673112        454638792        454603986        454569294        454535949        454502170        454468125        454434440        454402124        454368929   
442378659     455013201        454971771        454931189        454893264        454853334        454815143        454777863        454742016        454707589        454673138        454638560        454604000        454569302        454535964        454502188        454468133        454434457        454402132        454368937   
442332847     455013219        454971573        454931213        454893272        454853342        454815150        454777871        454742024        454707597        454673146        454638586        454604018        454569096        454535998        454502196        454468141        454434242        454402140        454368952   
441907797     455013235        454971581        454931239        454893066        454853359        454815176        454777889        454742032        454707605        454673161        454638594        454604026        454569104        454536004        454502204        454468158        454434259        454402157        454368960   
441867769     455013011        454971599        454931023        454893074        454853367        454815184        454777897        454742040        454707613        454673179        454638644        454604034        454569112        454536012        454502238        454468166        454434275        454402165        454368978   


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455072983     455013052        454971631        454931049        454893082        454853375        454815192        454777715        454742057        454707621        454672957        454638677        454604042        454569120        454535808        454502022        454468174        454434283        454401969        454368986   
455073007     455013078        454971649        454931064        454893090        454853383        454815200        454777731        454742073        454707639        454672965        454638685        454604059        454569146        454535816        454502030        454468182        454434291        454401977        454368994   
455072900     455013094        454971656        454931080        454893108        454853391        454815218        454777749        454742081        454707647        454672973        454638453        454604067        454569179        454535840        454502055        454467986        454434309        454401985        454369000   
455072934     455012898        454971474        454931098        454893116        454853177        454815002        454777756        454741877        454707415        454672999        454638461        454604075        454569187        454535857        454502071        454467994        454434317        454402009        454369018   
455072710     455012906        454971482        454931106        454893132        454853193        454815028        454777772        454741885        454707431        454673013        454638479        454604083        454569195        454535865        454502097        454468000        454434333        454402017        454368804   
455072736     455012930        454971490        454931114        454893140        454853219        454815044        454777780        454741893        454707449        454673021        454638487        454603895        454568973        454535873        454502105        454468026        454434341        454402025        454368812   
455072553     455012948        454971508        454931122        454893157        454853227        454815069        454777806        454741901        454707456        454673039        454638503        454603903        454568981        454535881        454501909        454468034        454434143        454402033        454368820   
455072595     455012955        454971540        454930918        454893165        454853243        454815085        454777608        454741927        454707472        454673047        454638529        454603929        454568999        454535709        454501917        454468042        454434150        454402041        454368838   
455072421     455012989        454971359        454930934        454892951        454853250        454815093        454777616        454741943        454707480        454673054        454638545        454603945        454569021        454535717        454501925        454468059        454434168        454402058        454368846   
455072488     455012997        454971375        454930959        454892969        454853276        454815101        454777624        454741950        454707498        454672874        454638347        454603960        454569039        454535725        454501933        454468067        454434176        454401852        454368853   
455072330     455013003        454971391        454930967        454892985        454853060        454814898        454777640        454741976        454707506        454672890        454638354        454603762        454569047        454535741        454501941        454468075        454434184        454401860        454368861   
455072348     455012781        454971409        454930975        454893009        454853078        454814906        454777657        454741778        454707514        454672908        454638362        454603770        454569054        454535758        454501982        454467853        454434192        454401878        454368879   
455072371     455012799        454971433        454930983        454893025        454853086        454814914        454777673        454741786        454707530        454672924        454638370        454603796        454569062        454535766        454501990        454467879        454434200        454401886        454368887   
455072280     455012856        454971441        454931007        454893033        454853094        454814930        454777681        454741794        454707308        454672932        454638388        454603812        454568874        454535782        454502006        454467887        454434218        454401902        454368895   
455072090     455012864        454971235        454931015        454893041        454853110        454814948        454777699        454741802        454707332        454672940        454638412        454603820        454568882        454535790        454501792        454467895        454434226        454401910        454368903   
455072116     455012880        454971243        454930819        454892845        454853128        454814971        454777483        454741828        454707365        454672759        454638420        454603838        454568890        454535584        454501800        454467929        454434234        454401928        454368697   
455071985     455012682        454971276        454930827        454892852        454853136        454814781        454777517        454741836        454707373        454672767        454638438        454603846        454568908        454535618        454501818        454467945        454434028        454401951        454368705   
455072066     455012716        454971284        454930835        454892860        454853169        454814815        454777525        454741844        454707399        454672775        454638446        454603853        454568924        454535626        454501826        454467952        454434036        454401738        454368721   
455071928     455012740        454971292        454930843        454892878        454852963        454814831        454777533        454741851        454707407        454672783        454638230        454603861        454568932        454535642        454501834        454467754        454434044        454401746        454368747   
455071746     455012757        454971300        454930868        454892886        454852971        454814849        454777558        454741869        454707183        454672817        454638248        454603655        454568940        454535659        454501842        454467762        454434051        454401753        454368788   
455071803     455012765        454971342        454930876        454892894        454852989        454814856        454777566        454741661        454707191        454672825        454638255        454603663        454568957        454535667        454501859        454467788        454434069        454401761        454368796   
455071837     455012567        454971128        454930884        454892902        454852997        454814864        454777574        454741679        454707209        454672833        454638263        454603671        454568759        454535675        454501867        454467804        454434085        454401779        454368580   
455071647     455012583        454971136        454930900        454892936        454853003        454814872        454777590        454741687        454707217        454672627        454638271        454603689        454568767        454535683        454501875        454467812        454434093        454401787        454368598   
455071548     455012591        454971144        454930694        454892753        454852856        454814880        454777376        454741695        454707225        454672635        454638297        454603697        454568775        454535477        454501883        454467820        454434101        454401811        454368606   
455071563     455012625        454971151        454930710        454892779        454852872        454814682        454777400        454741737        454707233        454672643        454638305        454603713        454568783        454535485        454501677        454467838        454434119        454401829        454368614   
455071472     455012641        454971169        454930769        454892811        454852906        454814690        454777418        454741752        454707258        454672650        454638313        454603739        454568791        454535493        454501685        454467648        454434127        454401837        454368648   
455071498     455012435        454971193        454930595        454892837        454852914        454814708        454777426        454741760        454707266        454672668        454638321        454603754        454568809        454535501        454501701        454467655        454433913        454401845        454368655   
455071308     455012450        454971201        454930603        454892621        454852922        454814724        454777442        454741562        454707282        454672676        454638123        454603549        454568817        454535519        454501719        454467663        454433921        454401621        454368663   
455071183     455012468        454971219        454930611        454892654        454852757        454814732        454777459        454741570        454707076        454672684        454638131        454603564        454568825        454535535        454501727        454467671        454433939        454401647        454368671   
455071076     455012500        454971029        454930629        454892670        454852765        454814740        454777467        454741596        454707092        454672692        454638149        454603572        454568833        454535543        454501735        454467689        454433947        454401654        454368689   
455071092     455012526        454971037        454930645        454892688        454852773        454814757        454777269        454741604        454707118        454672700        454638156        454603580        454568858        454535550        454501743        454467697        454433962        454401662        454368473   
455070995     455012310        454971052        454930652        454892696        454852799        454814765        454777277        454741612        454707126        454672718        454638164        454603598        454568643        454535568        454501750        454467705        454433988        454401670        454368481   
455070870     455012351        454971060        454930678        454892720        454852807        454814773        454777285        454741620        454707142        454672726        454638172        454603614        454568668        454535576        454501768        454467713        454433996        454401688        454368499   
455070581     455012385        454971078        454930686        454892522        454852815        454814567        454777319        454741638        454707159        454672510        454638180        454603622        454568676        454535360        454501776        454467721        454434002        454401696        454368507   
455070599     455012393        454971086        454930488        454892548        454852823        454814575        454777327        454741646        454707167        454672528        454638214        454603630        454568684        454535386        454501560        454467739        454434010        454401704        454368515   
455070441     455012401        454971094        454930496        454892571        454852831        454814583        454777335        454741653        454707175        454672536        454638016        454603424        454568692        454535394        454501594        454467523        454433806        454401712        454368531   
455070284     455012419        454971102        454930504        454892589        454852625        454814591        454777343        454741463        454706961        454672544        454638032        454603457        454568718        454535402        454501610        454467531        454433830        454401720        454368564   
455070292     455012229        454971110        454930546        454892605        454852633        454814609        454777160        454741471        454706979        454672551        454638040        454603465        454568726        454535428        454501628        454467549        454433848        454401498        454368366   
455070326     455012245        454970906        454930553        454892613        454852641        454814617        454777178        454741489        454706987        454672569        454638065        454603499        454568734        454535436        454501636        454467556        454433855        454401506        454368374   
455070342     455012252        454970914        454930579        454892407        454852674        454814625        454777186        454741497        454706995        454672585        454638073        454603515        454568536        454535451        454501644        454467564        454433863        454401514        454368382   
455070359     455012260        454970922        454930587        454892423        454852690        454814633        454777202        454741513        454707001        454672593        454638081        454603531        454568544        454535469        454501651        454467572        454433871        454401522        454368408   
455070177     455012286        454970930        454930371        454892449        454852708        454814641        454777228        454741547        454707019        454672403        454638099        454603325        454568551        454535220        454501453        454467580        454433889        454401530        454368416   
455070250     455012302        454970948        454930389        454892456        454852518        454814468        454777251        454741349        454707043        454672429        454638107        454603341        454568569        454535246        454501461        454467598        454433897        454401548        454368424   
455070102     455012112        454970955        454930397        454892464        454852526        454814500        454777053        454741364        454707050        454672437        454638115        454603358        454568577        454535279        454501503        454467606        454433905        454401563        454368440   
455069989     455012138        454970963        454930413        454892472        454852534        454814526        454777061        454741372        454707068        454672452        454637901        454603366        454568585        454535287        454501511        454467416        454433699        454401605        454368457   
455069997     455012146        454970971        454930421        454892480        454852542        454814534        454777079        454741380        454706847        454672460        454637927        454603374        454568593        454535311        454501529        454467424        454433707        454401613        454368465   
455070029     455012153        454970989        454930447        454892498        454852559        454814542        454777087        454741406        454706862        454672478        454637943        454603382        454568601        454535329        454501537        454467432        454433715        454401381        454368242   
455069872     455012161        454970997        454930454        454892506        454852567        454814369        454777095        454741414        454706870        454672486        454637950        454603390        454568619        454535337        454501545        454467440        454433731        454401399        454368259   
455069930     455012179        454971003        454930470        454892290        454852583        454814377        454777103        454741422        454706888        454672494        454637968        454603408        454568635        454535139        454501347        454467457        454433749        454401407        454368267   
455069799     455012187        454970799        454930280        454892316        454852591        454814401        454777137        454741430        454706912        454672304        454637976        454603416        454568411        454535147        454501362        454467465        454433756        454401415        454368275   
455069807     455012195        454970815        454930298        454892324        454852609        454814419        454777145        454741448        454706920        454672320        454637992        454603200        454568452        454535154        454501370        454467473        454433764        454401423        454368283   
455069633     455012005        454970823        454930306        454892332        454852617        454814435        454776931        454741224        454706938        454672346        454638008        454603218        454568460        454535162        454501396        454467499        454433772        454401431        454368309   
455069575     455012013        454970831        454930322        454892357        454852393        454814443        454776949        454741232        454706953        454672361        454637794        454603234        454568478        454535170        454501404        454467515        454433780        454401449        454368317   
455069476     455012039        454970849        454930330        454892381        454852419        454814260        454776956        454741240        454706730        454672379        454637802        454603242        454568494        454535188        454501412        454467317        454433798        454401456        454368325   
455069500     455012047        454970856        454930157        454892399        454852435        454814286        454776964        454741265        454706748        454672387        454637810        454603267        454568502        454535196        454501438        454467325        454433582        454401472        454368333   
455069302     455012062        454970864        454930165        454892183        454852450        454814294        454776972        454741273        454706755        454672189        454637828        454603283        454568304        454535204        454501446        454467333        454433590        454401480        454368341   
455069328     455011874        454970880        454930181        454892209        454852468        454814302        454776980        454741281        454706763        454672213        454637844        454603291        454568312        454535006        454501230        454467341        454433608        454401274        454368358   
455069344     455011882        454970898        454930199        454892217        454852476        454814310        454776998        454741299        454706771        454672221        454637869        454603309        454568338        454535030        454501248        454467358        454433616        454401290        454368135   
455069377     455011890        454970682        454930207        454892225        454852484        454814328        454777004        454741307        454706789        454672239        454637877        454603085        454568346        454535048        454501255        454467382        454433624        454401316        454368143   
455069187     455011924        454970690        454930223        454892241        454852492        454814336        454777012        454741315        454706797        454672247        454637885        454603101        454568361        454535055        454501263        454467390        454433632        454401324        454368150   
455069203     455011957        454970708        454930256        454892258        454852286        454814344        454777020        454741323        454706805        454672254        454637661        454603150        454568379        454535063        454501271        454467408        454433640        454401357        454368168   
455069161     455011973        454970716        454930041        454892266        454852294        454814138        454777038        454741117        454706813        454672262        454637679        454603168        454568387        454535071        454501289        454467200        454433657        454401365        454368176   
455069039     455011775        454970765        454930066        454892274        454852310        454814146        454776824        454741125        454706821        454672270        454637687        454603176        454568403        454535089        454501297        454467218        454433665        454401373        454368184   
455068916     455011783        454970773        454930082        454892076        454852328        454814153        454776832        454741133        454706839        454672296        454637695        454603010        454568197        454535097        454501305        454467226        454433681        454401159        454368192   
455068924     455011791        454970781        454930090        454892084        454852336        454814179        454776857        454741141        454706623        454672080        454637703        454603028        454568205        454535105        454501321        454467234        454433491        454401183        454368200   
455068783     455011809        454970567        454930108        454892092        454852351        454814195        454776865        454741166        454706649        454672098        454637711        454603044        454568213        454534918        454501123        454467242        454433509        454401209        454368218   
455068817     455011817        454970575        454930116        454892100        454852369        454814203        454776881        454741174        454706656        454672122        454637737        454603051        454568239        454534934        454501131        454467259        454433517        454401217        454368226   
455068825     455011825        454970583        454930124        454892118        454852377        454814211        454776899        454741190        454706664        454672130        454637752        454603069        454568247        454534942        454501149        454467267        454433533        454401225        454368234   
455068692     455011841        454970591        454930132        454892126        454852385        454814229        454776907        454741216        454706672        454672148        454637760        454602871        454568254        454534959        454501156        454467283        454433541        454401233        454368028   
455068734     455011858        454970609        454930140        454892134        454852187        454814237        454776923        454741034        454706680        454672155        454637778        454602897        454568262        454534967        454501172        454467309        454433558        454401258        454368036   
455068569     455011684        454970625        454929936        454892142        454852203        454814039        454776717        454741042        454706698        454672163        454637554        454602905        454568296        454534975        454501180        454467101        454433566        454401266        454368044   
455068593     455011700        454970633        454929944        454892159        454852211        454814047        454776725        454741059        454706706        454671983        454637562        454602913        454568080        454534983        454501198        454467119        454433574        454401043        454368051   
455068601     455011718        454970658        454929969        454892167        454852229        454814088        454776733        454741067        454706714        454671991        454637570        454602921        454568098        454534991        454501206        454467135        454433384        454401050        454368069   


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455068627     455011726        454970666        454929977        454892175        454852252        454814096        454776741        454741075        454706722        454672007        454637588        454602939        454568106        454534785        454501214        454467143        454433392        454401076        454368077   
455068460     455011734        454970674        454929985        454891979        454852278        454814104        454776766        454741091        454706524        454672015        454637596        454602947        454568114        454534801        454501222        454467150        454433400        454401084        454368085   
455068296     455011742        454970450        454929993        454891995        454852062        454814120        454776774        454741109        454706532        454672023        454637604        454602954        454568122        454534819        454501016        454467176        454433418        454401092        454368093   
455068346     455011759        454970476        454930009        454892001        454852070        454813916        454776790        454740903        454706557        454672031        454637612        454602962        454568130        454534835        454501024        454467184        454433426        454401100        454368101   
455068189     455011585        454970484        454930033        454892027        454852088        454813924        454776808        454740911        454706565        454672049        454637620        454602756        454568148        454534843        454501057        454467192        454433434        454401118        454368119   
455068288     455011593        454970500        454929829        454892043        454852096        454813932        454776600        454740937        454706573        454672056        454637638        454602764        454568155        454534850        454501073        454466996        454433442        454401126        454367913   
455068080     455011601        454970518        454929845        454892050        454852112        454813940        454776618        454740945        454706581        454672064        454637646        454602772        454568163        454534868        454501081        454467010        454433459        454401134        454367921   
455068163     455011619        454970542        454929852        454892068        454852120        454813957        454776626        454740952        454706599        454671868        454637653        454602780        454568171        454534876        454501099        454467028        454433467        454401142        454367939   
455068023     455011627        454970559        454929860        454891854        454852153        454813965        454776634        454740986        454706607        454671876        454637430        454602806        454568189        454534884        454501107        454467036        454433251        454400946        454367947   
455068031     455011635        454970351        454929878        454891888        454852161        454813973        454776642        454740994        454706615        454671900        454637448        454602814        454567983        454534686        454501115        454467069        454433269        454400953        454367962   
455067850     455011643        454970377        454929886        454891896        454851940        454813981        454776667        454741000        454706409        454671926        454637463        454602822        454567991        454534702        454500893        454467077        454433285        454400961        454367970   
455067751     455011429        454970385        454929902        454891904        454851957        454813999        454776675        454740812        454706417        454671942        454637471        454602830        454568015        454534710        454500901        454467085        454433293        454400979        454367988   
455067793     455011445        454970393        454929910        454891912        454851973        454814005        454776683        454740838        454706425        454671967        454637489        454602848        454568023        454534728        454500919        454467093        454433301        454400995        454368002   
455067835     455011452        454970401        454929712        454891946        454852013        454813809        454776691        454740846        454706433        454671751        454637505        454602863        454568049        454534736        454500927        454466889        454433319        454401001        454368010   
455067702     455011478        454970419        454929738        454891748        454852021        454813817        454776709        454740861        454706441        454671769        454637513        454602640        454568064        454534751        454500935        454466897        454433327        454401019        454367806   
455067728     455011510        454970443        454929746        454891755        454852039        454813833        454776493        454740879        454706458        454671777        454637521        454602657        454568072        454534769        454500950        454466921        454433335        454401027        454367814   
455067611     455011528        454970245        454929753        454891763        454852054        454813841        454776501        454740887        454706466        454671785        454637539        454602665        454567892        454534561        454500968        454466939        454433343        454401035        454367830   
455067363     455011320        454970252        454929779        454891789        454851833        454813858        454776519        454740895        454706474        454671793        454637547        454602673        454567900        454534579        454500976        454466962        454433350        454400839        454367848   
455067389     455011338        454970278        454929787        454891813        454851841        454813866        454776527        454740671        454706482        454671801        454637331        454602681        454567918        454534603        454500984        454466970        454433145        454400854        454367855   
455067181     455011346        454970286        454929795        454891839        454851858        454813882        454776535        454740697        454706508        454671819        454637349        454602699        454567926        454534611        454500786        454466988        454433152        454400862        454367863   
455067207     455011353        454970294        454929803        454891623        454851866        454813908        454776543        454740705        454706292        454671827        454637356        454602707        454567934        454534637        454500794        454466780        454433160        454400888        454367889   
455067231     455011361        454970302        454929811        454891631        454851874        454813692        454776550        454740762        454706300        454671835        454637372        454602715        454567959        454534645        454500802        454466798        454433178        454400896        454367897   
455067132     455011395        454970310        454929621        454891649        454851890        454813700        454776568        454740770        454706318        454671843        454637398        454602723        454567967        454534652        454500828        454466806        454433186        454400904        454367905   
455066852     455011411        454970336        454929639        454891664        454851916        454813718        454776584        454740788        454706326        454671850        454637414        454602731        454567975        454534454        454500836        454466814        454433202        454400912        454367699   
455066936     455011205        454970120        454929647        454891672        454851932        454813726        454776592        454740564        454706342        454671652        454637422        454602541        454567777        454534462        454500844        454466848        454433210        454400920        454367707   
455066951     455011221        454970138        454929654        454891680        454851759        454813734        454776386        454740572        454706359        454671660        454637224        454602558        454567785        454534470        454500851        454466855        454433228        454400714        454367715   
455066761     455011239        454970179        454929662        454891698        454851767        454813742        454776394        454740580        454706367        454671678        454637232        454602574        454567793        454534496        454500869        454466863        454433236        454400722        454367723   
455066647     455011247        454970187        454929688        454891706        454851775        454813775        454776428        454740598        454706375        454671686        454637240        454602590        454567801        454534504        454500661        454466871        454433244        454400730        454367731   
455066654     455011270        454970195        454929696        454891714        454851809        454813783        454776436        454740622        454706383        454671694        454637257        454602632        454567819        454534512        454500679        454466665        454433038        454400748        454367749   
455066704     455011288        454970211        454929704        454891722        454851825        454813791        454776444        454740648        454706391        454671702        454637265        454602426        454567827        454534520        454500687        454466673        454433046        454400755        454367756   
455066548     455011304        454970229        454929514        454891516        454851619        454813585        454776451        454740655        454706177        454671710        454637273        454602434        454567835        454534546        454500695        454466681        454433053        454400763        454367764   
455066555     455011098        454970013        454929522        454891524        454851635        454813601        454776469        454740457        454706185        454671728        454637281        454602442        454567843        454534553        454500703        454466699        454433079        454400771        454367772   
455066571     455011106        454970039        454929530        454891532        454851668        454813619        454776477        454740465        454706193        454671538        454637299        454602475        454567850        454534355        454500729        454466723        454433087        454400789        454367582   
455066423     455011114        454970062        454929555        454891573        454851676        454813627        454776279        454740473        454706219        454671553        454637307        454602483        454567876        454534363        454500737        454466731        454433095        454400805        454367590   
455066340     455011122        454970070        454929563        454891607        454851684        454813635        454776295        454740481        454706227        454671579        454637315        454602491        454567678        454534371        454500745        454466749        454433103        454400813        454367608   
455066357     455011130        454970096        454929597        454891615        454851502        454813643        454776303        454740499        454706235        454671587        454637117        454602509        454567686        454534389        454500752        454466756        454433111        454400607        454367616   
455066217     455011148        454970104        454929431        454891409        454851528        454813650        454776311        454740507        454706243        454671603        454637125        454602517        454567728        454534397        454500760        454466764        454433137        454400623        454367624   
455066290     455011155        454970112        454929449        454891425        454851536        454813668        454776329        454740515        454706268        454671629        454637133        454602301        454567736        454534405        454500778        454466566        454432923        454400631        454367632   
455066001     455011171        454969908        454929464        454891433        454851551        454813676        454776337        454740531        454706284        454671637        454637141        454602319        454567751        454534413        454500554        454466574        454432949        454400649        454367640   
455065870     455011189        454969924        454929472        454891441        454851569        454813684        454776345        454740549        454706060        454671421        454637158        454602327        454567553        454534421        454500562        454466582        454432964        454400656        454367657   
455065912     455011007        454969940        454929480        454891458        454851577        454813478        454776378        454740556        454706078        454671454        454637182        454602335        454567561        454534439        454500588        454466590        454432980        454400664        454367665   
455065821     455011031        454969973        454929290        454891474        454851593        454813494        454776170        454740341        454706086        454671470        454637190        454602343        454567579        454534447        454500596        454466608        454432998        454400672        454367673   
455065573     455011049        454969981        454929308        454891490        454851601        454813528        454776188        454740358        454706102        454671488        454637208        454602350        454567603        454534256        454500604        454466632        454433004        454400680        454367681   
455065474     455011056        454969809        454929324        454891292        454851395        454813536        454776196        454740366        454706110        454671496        454637018        454602368        454567645        454534272        454500620        454466640        454433012        454400698        454367475   
455065490     455011072        454969817        454929332        454891318        454851403        454813551        454776204        454740382        454706128        454671504        454637026        454602376        454567652        454534280        454500638        454466657        454433020        454400706        454367483   
455065318     455010876        454969825        454929357        454891326        454851411        454813569        454776212        454740390        454706144        454671512        454637034        454602400        454567421        454534306        454500646        454466442        454432816        454400508        454367491   
455065326     455010884        454969833        454929365        454891334        454851429        454813353        454776220        454740408        454706169        454671520        454637059        454602194        454567439        454534314        454500455        454466459        454432824        454400516        454367517   
455065334     455010900        454969841        454929373        454891342        454851437        454813379        454776238        454740416        454705955        454671322        454637067        454602202        454567447        454534330        454500463        454466467        454432832        454400524        454367525   
455065375     455010918        454969858        454929167        454891359        454851445        454813395        454776246        454740432        454705963        454671348        454637075        454602236        454567454        454534348        454500471        454466475        454432840        454400532        454367533   
455065201     455010934        454969866        454929183        454891367        454851460        454813403        454776253        454740440        454705971        454671355        454637083        454602244        454567462        454534132        454500489        454466483        454432857        454400540        454367541   
455065110     455010942        454969874        454929225        454891383        454851478        454813411        454776048        454740226        454705989        454671363        454637091        454602251        454567470        454534173        454500497        454466491        454432865        454400557        454367558   
455065029     455010959        454969882        454929233        454891185        454851486        454813437        454776055        454740234        454706003        454671371        454637109        454602269        454567496        454534215        454500505        454466509        454432873        454400573        454367566   
455065037     455010967        454969684        454929241        454891193        454851494        454813445        454776071        454740242        454706011        454671389        454636911        454602277        454567504        454534231        454500513        454466517        454432881        454400581        454367574   
455065078     455010975        454969692        454929258        454891227        454851288        454813452        454776105        454740259        454706029        454671397        454636929        454602293        454567520        454534025        454500521        454466525        454432899        454400599        454367368   
455064774     455010769        454969700        454929050        454891235        454851296        454813247        454776113        454740267        454706037        454671405        454636937        454602087        454567538        454534041        454500539        454466533        454432907        454400375        454367376   
455064642     455010777        454969718        454929068        454891243        454851304        454813262        454776139        454740283        454706052        454671223        454636945        454602095        454567314        454534058        454500547        454466541        454432915        454400383        454367384   
455064675     455010785        454969734        454929084        454891250        454851312        454813288        454776147        454740309        454705849        454671249        454636952        454602137        454567330        454534066        454500356        454466343        454432709        454400391        454367392   
455064428     455010801        454969759        454929100        454891268        454851338        454813296        454776154        454740317        454705856        454671264        454636978        454602145        454567348        454534074        454500364        454466350        454432717        454400409        454367400   
455064352     455010843        454969767        454929134        454891276        454851353        454813312        454775941        454740333        454705864        454671272        454636994        454602152        454567363        454534082        454500372        454466368        454432725        454400417        454367418   
455064113     455010868        454969775        454928920        454891284        454851361        454813338        454775982        454740119        454705880        454671280        454636770        454602186        454567389        454534090        454500380        454466376        454432733        454400433        454367426   
455063982     455010660        454969783        454928961        454891078        454851379        454813346        454775990        454740127        454705898        454671298        454636796        454601964        454567397        454533928        454500398        454466400        454432741        454400458        454367434   
455063883     455010694        454969569        454928979        454891086        454851171        454813130        454776014        454740135        454705914        454671306        454636804        454601972        454567405        454533951        454500406        454466418        454432758        454400466        454367442   
455063891     455010702        454969585        454929001        454891094        454851213        454813163        454776022        454740143        454705922        454671116        454636820        454601980        454567413        454533969        454500414        454466434        454432766        454400268        454367459   
455063933     455010538        454969593        454929027        454891102        454851221        454813171        454775818        454740168        454705948        454671140        454636838        454601998        454567199        454533977        454500448        454466236        454432774        454400276        454367467   
455063651     455010553        454969601        454929035        454891110        454851247        454813205        454775834        454740176        454705732        454671157        454636846        454602004        454567207        454533993        454500232        454466251        454432782        454400284        454367269   
455063750     455010579        454969668        454929043        454891128        454851270        454813213        454775842        454740184        454705740        454671181        454636853        454602012        454567223        454534009        454500257        454466269        454432808        454400300        454367277   
455063545     455010587        454969452        454928813        454891144        454851072        454813221        454775859        454740192        454705757        454671199        454636861        454602020        454567249        454534017        454500265        454466277        454432584        454400326        454367285   
455063594     455010595        454969460        454928821        454891151        454851080        454813239        454775867        454740200        454705781        454671207        454636879        454602038        454567256        454533811        454500273        454466285        454432600        454400342        454367293   
455063420     455010611        454969486        454928839        454891169        454851106        454813015        454775891        454739996        454705799        454671009        454636887        454602053        454567264        454533829        454500281        454466293        454432618        454400367        454367319   
455063446     455010413        454969502        454928854        454891177        454851122        454813023        454775909        454740002        454705815        454671017        454636663        454601857        454567272        454533837        454500299        454466301        454432626        454400151        454367327   
455063461     455010421        454969510        454928862        454890963        454851130        454813056        454775917        454740010        454705823        454671025        454636705        454601865        454567280        454533852        454500315        454466319        454432659        454400169        454367335   
455063248     455010439        454969528        454928870        454891011        454851163        454813080        454775925        454740028        454705831        454671041        454636713        454601881        454567082        454533886        454500323        454466327        454432675        454400177        454367350   
455063107     455010488        454969536        454928912        454891029        454850942        454813098        454775693        454740036        454705641        454671066        454636721        454601899        454567090        454533894        454500133        454466335        454432683        454400185        454367152   


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455063123     455010504        454969544        454928706        454891037        454850959        454813106        454775701        454740044        454705658        454671074        454636739        454601907        454567116        454533902        454500141        454466137        454432477        454400193        454367194   
455062984     455010306        454969346        454928722        454891045        454850967        454812900        454775735        454740051        454705666        454671090        454636747        454601915        454567124        454533704        454500158        454466145        454432485        454400201        454367210   
455063081     455010314        454969353        454928730        454890849        454850991        454812918        454775750        454740069        454705674        454671108        454636754        454601931        454567132        454533712        454500166        454466152        454432493        454400219        454367228   
455062893     455010322        454969361        454928755        454890864        454851007        454812926        454775768        454740085        454705682        454670894        454636556        454601956        454567157        454533720        454500182        454466160        454432501        454400235        454367236   
455062778     455010330        454969379        454928763        454890906        454851015        454812934        454775800        454740101        454705690        454670902        454636564        454601741        454566969        454533738        454500190        454466178        454432519        454400243        454367244   
455062794     455010348        454969395        454928797        454890922        454851023        454812942        454775586        454739905        454705716        454670910        454636572        454601758        454567017        454533746        454500208        454466186        454432527        454400250        454367046   
455062851     455010371        454969403        454928805        454890930        454850827        454812959        454775594        454739913        454705724        454670928        454636598        454601766        454567025        454533753        454500224        454466202        454432543        454400052        454367061   
455062869     455010389        454969411        454928615        454890955        454850835        454812967        454775602        454739921        454705518        454670936        454636606        454601774        454567033        454533761        454500026        454466210        454432568        454400060        454367079   
455062679     455010397        454969445        454928623        454890724        454850843        454812975        454775610        454739954        454705534        454670944        454636614        454601782        454567041        454533779        454500034        454466228        454432360        454400086        454367087   
455062430     455010405        454969221        454928631        454890732        454850876        454813007        454775628        454739962        454705542        454670977        454636622        454601790        454567058        454533787        454500042        454466012        454432378        454400094        454367111   
455062463     455010199        454969239        454928664        454890740        454850884        454812793        454775636        454739970        454705567        454670985        454636648        454601816        454567066        454533795        454500059        454466038        454432386        454400102        454367129   
455062513     455010215        454969247        454928672        454890765        454850900        454812801        454775644        454739988        454705575        454670993        454636655        454601824        454566852        454533803        454500067        454466046        454432394        454400110        454367137   
455062315     455010223        454969254        454928680        454890773        454850918        454812819        454775651        454739772        454705583        454670787        454636465        454601832        454566886        454533613        454500091        454466053        454432410        454400136        454366931   
455062323     455010272        454969262        454928474        454890781        454850934        454812843        454775677        454739780        454705591        454670795        454636473        454601642        454566894        454533639        454500109        454466061        454432428        454400144        454366980   
455062372     455010280        454969270        454928516        454890617        454850702        454812850        454775685        454739798        454705609        454670811        454636481        454601659        454566902        454533647        454500125        454466079        454432436        454399932        454366998   
455062406     455010082        454969296        454928524        454890633        454850710        454812868        454775495        454739806        454705617        454670829        454636515        454601667        454566936        454533654        454499914        454466087        454432451        454399940        454367004   
455062091     455010090        454969304        454928557        454890641        454850744        454812876        454775503        454739814        454705401        454670837        454636523        454601675        454566944        454533662        454499922        454466103        454432279        454399957        454367020   
455062042     455010108        454969312        454928565        454890658        454850751        454812884        454775537        454739830        454705419        454670845        454636531        454601683        454566753        454533670        454499930        454466111        454432287        454399965        454366816   
455061929     455010116        454969320        454928573        454890666        454850777        454812694        454775545        454739848        454705427        454670852        454636549        454601691        454566779        454533688        454499963        454465931        454432295        454399973        454366824   
455061689     455010124        454969114        454928367        454890674        454850785        454812702        454775578        454739855        454705435        454670860        454636358        454601709        454566787        454533696        454499971        454465956        454432303        454399981        454366832   
455061739     455010132        454969155        454928375        454890682        454850793        454812710        454775362        454739863        454705443        454670878        454636374        454601717        454566795        454533472        454499997        454465998        454432311        454399999        454366840   
455061549     455010157        454969189        454928383        454890716        454850595        454812736        454775396        454739871        454705450        454670662        454636390        454601725        454566803        454533480        454500000        454466004        454432329        454400003        454366857   
455061630     455010165        454969197        454928391        454890518        454850611        454812744        454775412        454739673        454705476        454670688        454636408        454601733        454566811        454533498        454500018        454465816        454432337        454400011        454366865   
455061465     455010173        454969205        454928409        454890534        454850637        454812751        454775446        454739681        454705484        454670696        454636416        454601527        454566829        454533506        454499807        454465832        454432352        454400029        454366873   
455061226     455010181        454969213        454928417        454890559        454850645        454812777        454775453        454739699        454705500        454670704        454636424        454601535        454566837        454533522        454499849        454465840        454432139        454400037        454366899   
455060996     455009977        454969007        454928458        454890567        454850660        454812785        454775271        454739707        454705294        454670720        454636432        454601543        454566845        454533530        454499856        454465857        454432147        454399825        454366907   
455061010     455009993        454969015        454928466        454890591        454850678        454812587        454775289        454739715        454705302        454670738        454636440        454601550        454566647        454533571        454499864        454465865        454432162        454399833        454366915   
455061036     455010009        454969023        454928250        454890401        454850488        454812595        454775305        454739723        454705310        454670746        454636242        454601576        454566654        454533589        454499872        454465873        454432196        454399841        454366709   
455060889     455010017        454969031        454928276        454890419        454850496        454812603        454775313        454739749        454705344        454670761        454636275        454601584        454566704        454533597        454499880        454465881        454432204        454399874        454366717   
455060921     455010025        454969049        454928284        454890450        454850504        454812611        454775321        454739756        454705369        454670779        454636283        454601592        454566712        454533365        454499898        454465899        454432212        454399882        454366741   
455060566     455010033        454969072        454928292        454890468        454850512        454812637        454775339        454739764        454705385        454670555        454636309        454601618        454566720        454533381        454499690        454465907        454432220        454399890        454366758   
455060590     455010041        454969080        454928334        454890286        454850520        454812652        454775347        454739558        454705393        454670563        454636317        454601410        454566738        454533399        454499708        454465709        454432238        454399916        454366766   
455060640     455010066        454969098        454928342        454890302        454850553        454812660        454775149        454739574        454705187        454670571        454636325        454601444        454566548        454533407        454499716        454465725        454432246        454399924        454366774   
455060434     455010074        454969106        454928359        454890310        454850561        454812678        454775156        454739582        454705195        454670589        454636333        454601451        454566571        454533415        454499724        454465733        454432048        454399692        454366782   
455060509     455009852        454968900        454928151        454890336        454850587        454812454        454775172        454739590        454705203        454670597        454636135        454601469        454566589        454533423        454499757        454465741        454432055        454399700        454366790   
455060376     455009878        454968918        454928177        454890344        454850389        454812470        454775180        454739608        454705229        454670605        454636143        454601477        454566597        454533431        454499765        454465758        454432063        454399718        454366808   
455060384     455009886        454968926        454928185        454890351        454850397        454812488        454775198        454739632        454705237        454670613        454636150        454601485        454566613        454533456        454499799        454465766        454432071        454399734        454366592   
455060244     455009902        454968942        454928193        454890377        454850405        454812504        454775214        454739640        454705245        454670621        454636184        454601501        454566621        454533464        454499583        454465774        454432089        454399742        454366600   
455060277     455009910        454968959        454928227        454890385        454850413        454812512        454775222        454739442        454705260        454670639        454636192        454601519        454566639        454533241        454499591        454465782        454432105        454399759        454366626   
455060145     455009928        454968967        454928235        454890187        454850447        454812520        454775230        454739459        454705070        454670464        454636200        454601329        454566431        454533274        454499609        454465790        454432113        454399791        454366634   
455059998     455009936        454968975        454928243        454890203        454850454        454812538        454775248        454739475        454705096        454670472        454636218        454601337        454566456        454533290        454499617        454465808        454431917        454399809        454366642   
455060020     455009944        454968983        454928037        454890237        454850272        454812561        454775024        454739483        454705104        454670480        454636226        454601352        454566498        454533308        454499625        454465592        454431925        454399585        454366659   
455060046     455009969        454968785        454928052        454890245        454850280        454812348        454775032        454739491        454705120        454670498        454636234        454601360        454566506        454533324        454499633        454465600        454431933        454399593        454366667   
455059956     455009738        454968801        454928078        454890096        454850298        454812363        454775065        454739509        454705146        454670506        454636036        454601378        454566514        454533332        454499641        454465618        454431941        454399601        454366675   
455059824     455009746        454968827        454928086        454890104        454850306        454812371        454775073        454739517        454705153        454670514        454636044        454601394        454566530        454533340        454499476        454465626        454431966        454399650        454366683   
455059840     455009761        454968835        454928110        454890112        454850322        454812389        454775081        454739525        454705161        454670530        454636069        454601204        454566324        454533357        454499484        454465634        454431974        454399668        454366691   
455059865     455009779        454968843        454928128        454890153        454850330        454812421        454775099        454739541        454705179        454670332        454636077        454601212        454566332        454533134        454499492        454465659        454431982        454399684        454366485   
455059733     455009787        454968876        454928136        454889940        454850348        454812439        454775107        454739335        454704966        454670340        454636085        454601220        454566340        454533142        454499500        454465667        454431990        454399478        454366493   
455059626     455009803        454968884        454927930        454889957        454850355        454812447        454775115        454739343        454704974        454670357        454636093        454601238        454566357        454533159        454499518        454465691        454431800        454399486        454366501   
455059501     455009811        454968686        454927948        454889965        454850165        454812231        454775131        454739368        454704990        454670365        454636101        454601246        454566365        454533167        454499526        454465527        454431826        454399494        454366519   
455059394     455009837        454968694        454927971        454889973        454850173        454812249        454774928        454739384        454705013        454670373        454636119        454601253        454566373        454533183        454499575        454465535        454431834        454399510        454366527   
455059105     455009613        454968702        454927997        454889999        454850199        454812314        454774936        454739400        454705021        454670381        454636127        454601261        454566381        454533209        454499377        454465543        454431867        454399528        454366535   
455059113     455009639        454968736        454928003        454890013        454850207        454812322        454774944        454739418        454705039        454670399        454635913        454601279        454566399        454533217        454499385        454465568        454431875        454399536        454366543   
455059139     455009647        454968744        454927815        454890047        454850215        454812330        454774969        454739426        454705054        454670407        454635921        454601287        454566423        454533225        454499401        454465584        454431883        454399544        454366550   
455059170     455009654        454968751        454927823        454889833        454850231        454812124        454774977        454739434        454705062        454670415        454635939        454601097        454566217        454533233        454499427        454465386        454431909        454399551        454366568   
455059063     455009662        454968769        454927872        454889841        454850249        454812157        454774985        454739228        454704883        454670423        454635947        454601105        454566233        454533043        454499443        454465394        454431693        454399569        454366576   
455059089     455009688        454968561        454927880        454889866        454850058        454812165        454775008        454739236        454704891        454670431        454635954        454601113        454566241        454533050        454499450        454465402        454431719        454399577        454366584   
455058917     455009696        454968579        454927906        454889874        454850066        454812173        454774803        454739244        454704909        454670217        454635962        454601121        454566258        454533068        454499278        454465410        454431727        454399361        454366378   
455058776     455009712        454968587        454927732        454889882        454850074        454812215        454774811        454739269        454704917        454670233        454635970        454601147        454566266        454533076        454499286        454465428        454431735        454399379        454366386   
455058818     455009506        454968595        454927757        454889890        454850082        454812223        454774837        454739277        454704925        454670241        454635988        454601154        454566274        454533084        454499294        454465444        454431743        454399387        454366394   
455058834     455009514        454968603        454927765        454889908        454850090        454812017        454774845        454739285        454704933        454670258        454636010        454601162        454566282        454533092        454499302        454465469        454431750        454399395        454366402   
455058859     455009522        454968611        454927781        454889916        454850108        454812025        454774852        454739293        454704941        454670266        454635822        454601170        454566290        454533100        454499328        454465477        454431776        454399411        454366410   
455058867     455009530        454968629        454927807        454889924        454850140        454812058        454774860        454739301        454704958        454670308        454635830        454601196        454566308        454533118        454499336        454465279        454431784        454399437        454366428   
455058875     455009548        454968637        454927591        454889932        454849977        454812066        454774878        454739319        454704750        454670316        454635848        454600982        454566316        454533126        454499351        454465287        454431792        454399445        454366436   
455058669     455009555        454968652        454927609        454889759        454849993        454812074        454774886        454739111        454704768        454670324        454635863        454600990        454566100        454532938        454499195        454465303        454431586        454399460        454366451   
455058719     455009563        454968660        454927625        454889767        454850009        454812082        454774894        454739129        454704776        454670100        454635871        454601006        454566126        454532946        454499203        454465311        454431602        454399262        454366469   
455058735     455009571        454968454        454927641        454889775        454850017        454812116        454774902        454739137        454704784        454670118        454635889        454601014        454566134        454532953        454499211        454465329        454431610        454399270        454366477   
455058743     455009597        454968462        454927658        454889783        454850041        454811902        454774696        454739186        454704792        454670126        454635897        454601022        454566142        454532961        454499229        454465337        454431628        454399288        454366279   
455058552     455009407        454968488        454927666        454889809        454849845        454811910        454774704        454739194        454704800        454670134        454635905        454601030        454566175        454532979        454499237        454465352        454431636        454399296        454366287   
455058636     455009415        454968496        454927690        454889825        454849852        454811928        454774712        454739004        454704818        454670142        454635707        454601048        454565995        454532987        454499245        454465360        454431644        454399304        454366295   
455058651     455009431        454968512        454927492        454889619        454849878        454811944        454774738        454739012        454704826        454670167        454635715        454601055        454566027        454533001        454499252        454465378        454431651        454399312        454366303   
455058511     455009449        454968538        454927518        454889650        454849928        454811977        454774746        454739053        454704834        454670175        454635756        454601063        454566043        454533019        454499054        454465170        454431669        454399338        454366311   
455058354     455009456        454968546        454927526        454889668        454849936        454811993        454774753        454739061        454704842        454670183        454635772        454601071        454566092        454532797        454499062        454465188        454431677        454399148        454366329   


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455058412     455009480        454968553        454927534        454889684        454849720        454812009        454774761        454739079        454704859        454670191        454635780        454600875        454565888        454532821        454499070        454465204        454431685        454399155        454366337   
455058206     455009498        454968371        454927542        454889718        454849738        454811837        454774779        454739087        454704669        454669995        454635806        454600883        454565896        454532839        454499088        454465212        454431479        454399163        454366352   
455058230     455009290        454968405        454927559        454889502        454849753        454811852        454774787        454739095        454704685        454670001        454635590        454600891        454565904        454532847        454499096        454465220        454431487        454399189        454366360   
455058156     455009308        454968231        454927567        454889510        454849779        454811878        454774795        454739103        454704693        454670027        454635608        454600909        454565938        454532854        454499104        454465238        454431495        454399197        454366154   
455058172     455009316        454968249        454927583        454889528        454849795        454811894        454774589        454738899        454704701        454670035        454635624        454600925        454565946        454532862        454499112        454465246        454431503        454399213        454366170   
455058032     455009324        454968272        454927377        454889536        454849811        454811688        454774597        454738907        454704719        454670043        454635632        454600933        454565961        454532888        454499120        454465253        454431511        454399221        454366196   
455058073     455009340        454968280        454927385        454889551        454849639        454811696        454774605        454738915        454704727        454670050        454635640        454600941        454565979        454532680        454499138        454465261        454431529        454399239        454366204   
455057893     455009357        454968298        454927427        454889569        454849647        454811704        454774613        454738923        454704735        454670068        454635657        454600958        454565797        454532698        454499153        454465063        454431537        454399031        454366212   
455057919     455009365        454968306        454927435        454889577        454849654        454811712        454774621        454738931        454704743        454670076        454635665        454600966        454565805        454532706        454498940        454465071        454431545        454399049        454366220   
455057810     455009175        454968322        454927476        454889593        454849670        454811738        454774639        454738949        454704552        454670084        454635673        454600974        454565813        454532714        454498973        454465089        454431552        454399056        454366253   
455057828     455009191        454968330        454927260        454889379        454849696        454811746        454774662        454738964        454704560        454670092        454635509        454600768        454565821        454532722        454498981        454465097        454431560        454399072        454366048   
455057836     455009209        454968124        454927278        454889387        454849704        454811753        454774670        454738972        454704586        454669888        454635517        454600776        454565839        454532730        454498999        454465105        454431362        454399080        454366055   
455057679     455009217        454968132        454927286        454889445        454849506        454811761        454774472        454738998        454704602        454669896        454635558        454600784        454565847        454532748        454499005        454465113        454431370        454399098        454366071   
455057554     455009225        454968157        454927310        454889452        454849522        454811779        454774480        454738782        454704610        454669904        454635566        454600792        454565854        454532755        454499013        454465121        454431388        454399106        454366089   
455057422     455009258        454968165        454927328        454889460        454849530        454811589        454774498        454738790        454704628        454669912        454635574        454600800        454565870        454532763        454499021        454465139        454431396        454399114        454366097   
455057331     455009274        454968173        454927336        454889478        454849548        454811621        454774514        454738816        454704636        454669938        454635368        454600818        454565672        454532771        454499039        454465147        454431404        454399122        454366113   
455057349     455009076        454968181        454927344        454889486        454849555        454811639        454774530        454738824        454704438        454669946        454635376        454600826        454565680        454532789        454499047        454465154        454431412        454399130        454366139   
455057356     455009100        454968207        454927369        454889262        454849563        454811647        454774548        454738832        454704446        454669953        454635384        454600834        454565698        454532573        454498841        454465162        454431438        454398918        454366147   
455057380     455009118        454968215        454927146        454889270        454849571        454811654        454774555        454738840        454704461        454669961        454635392        454600842        454565706        454532581        454498858        454464959        454431453        454398926        454365933   
455057075     455009126        454968223        454927161        454889288        454849589        454811662        454774571        454738857        454704479        454669979        454635400        454600859        454565714        454532599        454498866        454464967        454431461        454398934        454365941   
455057091     455009134        454968017        454927187        454889304        454849597        454811472        454774381        454738865        454704495        454669987        454635418        454600867        454565722        454532623        454498874        454464983        454431255        454398942        454365958   
455057125     455009142        454968025        454927195        454889338        454849605        454811498        454774407        454738873        454704511        454669789        454635426        454600669        454565755        454532631        454498882        454464991        454431263        454398959        454365966   
455056952     455009167        454968033        454927237        454889353        454849399        454811514        454774415        454738881        454704529        454669797        454635442        454600685        454565557        454532656        454498916        454465006        454431271        454398967        454365974   
455056960     455008953        454968074        454927245        454889155        454849407        454811555        454774423        454738675        454704537        454669805        454635459        454600693        454565573        454532664        454498924        454465014        454431289        454398975        454365990   
455056986     455008961        454968082        454927047        454889163        454849415        454811563        454774456        454738691        454704321        454669813        454635467        454600701        454565599        454532672        454498932        454465022        454431297        454398983        454366022   
455057000     455008979        454968090        454927054        454889171        454849423        454811365        454774464        454738709        454704339        454669839        454635251        454600719        454565623        454532466        454498734        454465030        454431305        454399007        454366030   
455057018     455008987        454968108        454927062        454889189        454849464        454811407        454774258        454738717        454704347        454669847        454635269        454600727        454565631        454532474        454498759        454465055        454431313        454399015        454365826   
455057026     455008995        454968116        454927070        454889197        454849498        454811415        454774266        454738725        454704388        454669854        454635277        454600750        454565649        454532482        454498767        454464868        454431321        454399023        454365834   
455056846     455009019        454967910        454927088        454889213        454849282        454811423        454774274        454738733        454704396        454669862        454635285        454600552        454565656        454532490        454498791        454464876        454431339        454398801        454365842   
455056861     455009035        454967928        454927096        454889221        454849290        454811431        454774290        454738758        454704404        454669870        454635293        454600560        454565441        454532508        454498817        454464884        454431347        454398819        454365859   
455056879     455009050        454967936        454927120        454889239        454849308        454811449        454774308        454738766        454704412        454669649        454635301        454600594        454565466        454532516        454498825        454464892        454431354        454398827        454365867   
455056887     455008888        454967944        454927138        454889247        454849316        454811456        454774324        454738774        454704420        454669656        454635319        454600602        454565474        454532524        454498833        454464900        454431156        454398835        454365875   
455056895     455008896        454967951        454926924        454889254        454849324        454811241        454774332        454738568        454704222        454669664        454635327        454600610        454565482        454532540        454498635        454464918        454431164        454398850        454365883   
455056903     455008904        454967969        454926932        454889049        454849340        454811258        454774340        454738576        454704248        454669672        454635335        454600636        454565490        454532557        454498643        454464926        454431172        454398868        454365891   
455056937     455008912        454967977        454926957        454889064        454849357        454811266        454774357        454738584        454704255        454669698        454635350        454600644        454565516        454532359        454498668        454464934        454431180        454398876        454365909   
455056945     455008920        454967993        454926965        454889072        454849373        454811282        454774142        454738592        454704263        454669706        454635145        454600651        454565524        454532367        454498676        454464942        454431198        454398892        454365925   
455056721     455008946        454967795        454926973        454889106        454849183        454811290        454774167        454738600        454704271        454669714        454635152        454600446        454565532        454532383        454498684        454464751        454431214        454398900        454365727   
455056739     455008730        454967803        454926999        454889114        454849191        454811316        454774175        454738618        454704289        454669722        454635160        454600453        454565334        454532391        454498692        454464769        454431222        454398694        454365735   
455056747     455008748        454967829        454927005        454889130        454849209        454811324        454774183        454738626        454704297        454669730        454635178        454600461        454565342        454532417        454498700        454464793        454431230        454398702        454365743   
455056754     455008755        454967845        454927013        454889148        454849217        454811332        454774191        454738634        454704313        454669755        454635186        454600479        454565359        454532425        454498718        454464801        454431248        454398710        454365750   
455056762     455008763        454967860        454926817        454888942        454849225        454811340        454774217        454738642        454704115        454669524        454635194        454600487        454565367        454532433        454498726        454464819        454431032        454398728        454365768   
455056770     455008771        454967878        454926825        454888959        454849241        454811142        454774233        454738659        454704123        454669532        454635202        454600495        454565375        454532441        454498528        454464835        454431040        454398736        454365776   
455056788     455008797        454967886        454926858        454888967        454849258        454811183        454774241        454738667        454704131        454669540        454635210        454600511        454565383        454532458        454498536        454464645        454431057        454398751        454365784   
455056796     455008813        454967894        454926866        454888975        454849274        454811191        454774035        454738469        454704149        454669557        454635228        454600529        454565409        454532243        454498544        454464678        454431065        454398769        454365800   
455056804     455008839        454967670        454926874        454888983        454849050        454811209        454774043        454738477        454704156        454669565        454635236        454600537        454565425        454532268        454498551        454464686        454431073        454398579        454365818   
455056820     455008623        454967688        454926882        454889007        454849068        454811217        454774050        454738493        454704164        454669573        454635244        454600545        454565433        454532276        454498569        454464694        454431081        454398587        454365594   
455056614     455008631        454967712        454926890        454889015        454849100        454811233        454774076        454738519        454704172        454669581        454635038        454600321        454565227        454532292        454498585        454464710        454431099        454398595        454365602   
455056622     455008649        454967720        454926908        454889023        454849118        454811027        454774092        454738527        454704198        454669599        454635046        454600339        454565235        454532300        454498593        454464728        454431107        454398603        454365628   
455056648     455008664        454967738        454926916        454889031        454849126        454811035        454774100        454738535        454704214        454669607        454635053        454600354        454565243        454532318        454498601        454464736        454431115        454398645        454365644   
455056655     455008672        454967746        454926700        454888827        454849134        454811050        454774118        454738543        454704008        454669623        454635061        454600362        454565250        454532334        454498627        454464512        454431123        454398652        454365651   
455056663     455008680        454967753        454926718        454888835        454848946        454811076        454774126        454738550        454704016        454669631        454635079        454600388        454565268        454532342        454498403        454464520        454431131        454398660        454365669   
455056689     455008698        454967779        454926726        454888850        454848953        454811084        454774134        454738345        454704032        454669417        454635087        454600396        454565276        454532128        454498411        454464538        454430927        454398678        454365677   
455056705     455008706        454967563        454926759        454888876        454848979        454811092        454773920        454738352        454704040        454669441        454635095        454600404        454565292        454532136        454498429        454464546        454430935        454398686        454365685   
455056713     455008516        454967571        454926767        454888884        454848995        454811100        454773938        454738360        454704057        454669458        454635103        454600412        454565300        454532144        454498437        454464553        454430943        454398462        454365693   
455056507     455008524        454967589        454926775        454888892        454849027        454811126        454773946        454738386        454704065        454669474        454635111        454600420        454565318        454532177        454498445        454464579        454430950        454398470        454365701   
455056515     455008532        454967597        454926783        454888900        454848847        454810912        454773953        454738428        454704073        454669482        454635129        454600438        454565102        454532201        454498452        454464587        454430984        454398488        454365487   
455056523     455008540        454967639        454926791        454888918        454848854        454810938        454773979        454738238        454704081        454669490        454634924        454600214        454565128        454532219        454498478        454464595        454431008        454398496        454365503   
455056549     455008557        454967647        454926809        454888769        454848862        454810987        454773987        454738253        454704107        454669508        454634932        454600222        454565136        454532227        454498494        454464611        454431016        454398504        454365511   
455056556     455008565        454967654        454926577        454888785        454848870        454810995        454773995        454738279        454703893        454669516        454634940        454600230        454565144        454532235        454498510        454464629        454430810        454398512        454365529   
455056564     455008573        454967662        454926593        454888801        454848888        454811001        454774019        454738303        454703901        454669318        454634957        454600248        454565151        454532003        454498296        454464405        454430828        454398520        454365545   
455056572     455008409        454967456        454926601        454888819        454848896        454811019        454773813        454738311        454703927        454669326        454634965        454600255        454565177        454532011        454498304        454464413        454430851        454398546        454365552   
455056580     455008417        454967472        454926619        454888629        454848904        454810805        454773839        454738329        454703935        454669334        454634981        454600271        454565185        454532029        454498320        454464421        454430869        454398553        454365560   
455056606     455008425        454967480        454926627        454888637        454848912        454810821        454773854        454738337        454703943        454669359        454634999        454600289        454565201        454532037        454498338        454464447        454430877        454398561        454365578   
455056390     455008433        454967498        454926635        454888645        454848920        454810854        454773904        454738113        454703950        454669367        454635004        454600297        454564998        454532045        454498353        454464454        454430885        454398363        454365586   
455056408     455008441        454967506        454926643        454888652        454848938        454810862        454773706        454738147        454703968        454669375        454635012        454600305        454565003        454532060        454498361        454464462        454430901        454398371        454365362   
455056416     455008466        454967514        454926650        454888660        454848722        454810888        454773722        454738188        454703976        454669383        454635020        454600313        454565011        454532094        454498387        454464470        454430919        454398389        454365370   
455056424     455008474        454967530        454926460        454888678        454848730        454810896        454773730        454738196        454703984        454669409        454634825        454600123        454565029        454532102        454498395        454464488        454430703        454398405        454365396   
455056432     455008482        454967548        454926486        454888686        454848763        454810904        454773748        454738204        454703992        454669193        454634833        454600131        454565037        454532110        454498189        454464298        454430729        454398421        454365446   
455056440     455008490        454967340        454926502        454888694        454848771        454810698        454773755        454738006        454703786        454669219        454634841        454600149        454565045        454531898        454498197        454464306        454430737        454398249        454365461   
455056465     455008508        454967357        454926510        454888702        454848797        454810706        454773763        454738014        454703794        454669227        454634858        454600156        454565052        454531906        454498205        454464314        454430760        454398256        454365479   
455056473     455008326        454967373        454926528        454888710        454848805        454810714        454773771        454738030        454703802        454669235        454634866        454600164        454565060        454531922        454498213        454464322        454430778        454398264        454365263   
455056481     455008342        454967381        454926544        454888512        454848821        454810722        454773797        454738048        454703810        454669243        454634874        454600180        454565078        454531948        454498239        454464330        454430786        454398280        454365271   
455056499     455008367        454967399        454926551        454888520        454848615        454810730        454773805        454738063        454703836        454669250        454634890        454600198        454564899        454531955        454498247        454464348        454430794        454398298        454365289   


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455056283     455008185        454967407        454926353        454888546        454848623        454810755        454773599        454738071        454703844        454669268        454634908        454600206        454564907        454531963        454498254        454464355        454430802        454398306        454365297   
455056291     455008201        454967431        454926379        454888553        454848649        454810763        454773615        454738089        454703851        454669276        454634916        454600024        454564915        454531971        454498262        454464363        454430596        454398314        454365305   
455056317     455008219        454967449        454926387        454888561        454848664        454810789        454773623        454738097        454703869        454669292        454634718        454600032        454564923        454531997        454498270        454464371        454430604        454398322        454365313   
455056325     455008243        454967241        454926411        454888579        454848672        454810581        454773649        454738105        454703877        454669078        454634726        454600040        454564931        454531799        454498080        454464397        454430612        454398330        454365321   
455056333     455008250        454967258        454926445        454888587        454848680        454810599        454773656        454737891        454703661        454669086        454634734        454600057        454564949        454531807        454498106        454464181        454430620        454398348        454365347   
455056341     455008268        454967266        454926270        454888603        454848698        454810649        454773672        454737909        454703679        454669094        454634742        454600065        454564956        454531815        454498114        454464199        454430638        454398132        454365354   
455056358     455008060        454967274        454926296        454888405        454848714        454810656        454773698        454737925        454703703        454669102        454634759        454600081        454564964        454531831        454498130        454464207        454430646        454398140        454365149   
455056366     455008094        454967282        454926320        454888413        454848516        454810672        454773490        454737933        454703711        454669110        454634767        454600099        454564972        454531849        454498148        454464215        454430653        454398157        454365156   
455056374     455008110        454967308        454926338        454888421        454848524        454810490        454773516        454737941        454703729        454669128        454634775        454600107        454564782        454531856        454498155        454464223        454430687        454398165        454365164   
455056382     455008128        454967126        454926130        454888447        454848532        454810508        454773524        454737958        454703745        454669136        454634783        454599895        454564816        454531864        454498163        454464249        454430489        454398173        454365172   
455056176     455008136        454967134        454926155        454888454        454848540        454810516        454773532        454737966        454703778        454669169        454634791        454599903        454564824        454531872        454498171        454464256        454430497        454398181        454365198   
455056184     455008144        454967142        454926163        454888470        454848557        454810524        454773540        454737982        454703562        454669177        454634809        454599911        454564832        454531880        454497975        454464264        454430505        454398207        454365206   
455056200     455008151        454967167        454926221        454888488        454848565        454810540        454773557        454737990        454703570        454668963        454634619        454599929        454564840        454531666        454497983        454464272        454430513        454398215        454365214   
455056218     455007955        454967175        454926239        454888504        454848573        454810557        454773565        454737792        454703588        454668971        454634635        454599952        454564857        454531682        454497991        454464082        454430521        454398231        454365222   
455056226     455007963        454967183        454926023        454888306        454848599        454810375        454773375        454737800        454703604        454668989        454634643        454599960        454564873        454531690        454498023        454464090        454430539        454398025        454365230   
455056234     455007971        454967191        454926031        454888314        454848607        454810391        454773391        454737826        454703612        454669003        454634650        454599978        454564691        454531716        454498049        454464116        454430547        454398033        454365032   
455056242     455007989        454967209        454926056        454888330        454848391        454810417        454773409        454737834        454703620        454669029        454634668        454599986        454564709        454531724        454498056        454464132        454430554        454398041        454365040   
455056275     455008029        454967217        454926072        454888363        454848409        454810433        454773441        454737842        454703638        454669045        454634676        454599994        454564717        454531732        454498064        454464140        454430562        454398066        454365073   
455056069     455008045        454967027        454926106        454888371        454848417        454810441        454773458        454737859        454703653        454669052        454634684        454599788        454564725        454531740        454498072        454464157        454430570        454398082        454365081   
455056077     455008052        454967035        454926114        454888199        454848425        454810466        454773466        454737867        454703448        454669060        454634692        454599804        454564733        454531757        454497868        454464173        454430588        454398090        454365099   
455056085     455007831        454967050        454925918        454888207        454848433        454810276        454773474        454737875        454703455        454668856        454634700        454599812        454564741        454531765        454497876        454463969        454430380        454398108        454365107   
455056093     455007872        454967076        454925926        454888231        454848441        454810284        454773268        454737883        454703463        454668864        454634494        454599838        454564758        454531559        454497884        454463985        454430398        454398124        454365123   
455056101     455007898        454967100        454925934        454888249        454848458        454810292        454773276        454737685        454703489        454668872        454634502        454599846        454564766        454531567        454497892        454463993        454430406        454397910        454365131   
455056119     455007914        454967118        454925967        454888264        454848466        454810300        454773300        454737693        454703497        454668880        454634510        454599853        454564774        454531575        454497900        454464009        454430414        454397928        454364936   
455056127     455007922        454966904        454925975        454888272        454848474        454810326        454773318        454737701        454703505        454668898        454634528        454599861        454564576        454531609        454497926        454464017        454430455        454397951        454364944   
455056135     455007948        454966920        454925983        454888280        454848276        454810334        454773326        454737719        454703513        454668906        454634536        454599879        454564584        454531617        454497934        454464025        454430463        454397969        454364951   
455056150     455007724        454966938        454926007        454888074        454848292        454810359        454773334        454737727        454703539        454668922        454634544        454599887        454564592        454531633        454497942        454464033        454430471        454397977        454364969   
455055954     455007732        454966946        454925801        454888082        454848300        454810151        454773342        454737735        454703356        454668930        454634551        454599671        454564600        454531641        454497959        454464058        454430265        454397993        454364977   
455055962     455007757        454966953        454925819        454888124        454848318        454810177        454773359        454737776        454703364        454668948        454634569        454599689        454564618        454531658        454497967        454464066        454430273        454398009        454364985   
455055970     455007765        454966961        454925843        454888132        454848326        454810185        454773177        454737560        454703372        454668955        454634577        454599697        454564634        454531435        454497751        454463852        454430281        454398017        454364993   
455055988     455007781        454966995        454925850        454888140        454848342        454810201        454773185        454737578        454703380        454668740        454634379        454599705        454564642        454531450        454497769        454463878        454430323        454397845        454365008   
455056010     455007799        454967001        454925868        454888157        454848367        454810219        454773219        454737586        454703398        454668765        454634387        454599747        454564659        454531492        454497777        454463886        454430331        454397852        454365016   
455056028     455007815        454966797        454925892        454888165        454848375        454810227        454773227        454737602        454703414        454668773        454634403        454599754        454564675        454531500        454497785        454463894        454430349        454397878        454365024   
455056036     455007617        454966821        454925900        454887951        454848383        454810235        454773250        454737610        454703232        454668781        454634411        454599770        454564469        454531518        454497793        454463902        454430356        454397886        454364811   
455056044     455007633        454966847        454925694        454887977        454848144        454810037        454773045        454737628        454703257        454668799        454634429        454599564        454564477        454531526        454497801        454463910        454430158        454397902        454364829   
455055848     455007658        454966854        454925702        454887993        454848169        454810045        454773052        454737644        454703273        454668815        454634437        454599580        454564485        454531534        454497819        454463936        454430166        454397688        454364837   
455055855     455007666        454966888        454925710        454888017        454848193        454810052        454773060        454737651        454703307        454668831        454634445        454599598        454564493        454531542        454497827        454463944        454430174        454397696        454364845   
455055863     455007674        454966680        454925728        454888033        454848219        454810060        454773078        454737669        454703315        454668849        454634452        454599606        454564519        454531310        454497645        454463951        454430182        454397704        454364860   
455055871     455007690        454966698        454925744        454888058        454848235        454810078        454773086        454737453        454703323        454668625        454634288        454599614        454564550        454531344        454497660        454463746        454430208        454397753        454364878   
455055889     455007708        454966714        454925777        454887852        454848250        454810094        454773094        454737461        454703331        454668641        454634296        454599622        454564352        454531351        454497678        454463753        454430224        454397761        454364886   
455055905     455007716        454966722        454925785        454887894        454848037        454810136        454773110        454737479        454703125        454668658        454634304        454599630        454564386        454531369        454497694        454463761        454430232        454397779        454364902   
455055913     455007500        454966748        454925595        454887910        454848045        454809914        454773144        454737487        454703133        454668674        454634312        454599648        454564410        454531385        454497702        454463779        454430257        454397555        454364910   
455055939     455007518        454966763        454925603        454887936        454848060        454809922        454772948        454737495        454703158        454668682        454634320        454599663        454564428        454531401        454497710        454463787        454430042        454397563        454364696   
455055947     455007526        454966771        454925637        454887746        454848078        454809955        454772963        454737503        454703166        454668690        454634338        454599465        454564436        454531419        454497744        454463803        454430059        454397605        454364704   
455055749     455007559        454966789        454925645        454887753        454848086        454809963        454772971        454737511        454703182        454668724        454634346        454599473        454564451        454531427        454497538        454463811        454430067        454397613        454364738   
455055772     455007567        454966573        454925678        454887761        454848094        454809997        454772989        454737529        454703190        454668732        454634353        454599507        454564246        454531211        454497546        454463829        454430083        454397639        454364746   
455055780     455007583        454966649        454925686        454887795        454848110        454810003        454773011        454737545        454703208        454668518        454634361        454599523        454564261        454531229        454497561        454463845        454430091        454397647        454364753   
455055806     455007609        454966664        454925470        454887803        454848128        454810029        454772815        454737388        454703216        454668526        454634155        454599531        454564279        454531237        454497579        454463639        454430117        454397654        454364779   
455055814     455007393        454966474        454925496        454887811        454848136        454809807        454772823        454737412        454703224        454668534        454634163        454599549        454564287        454531252        454497587        454463647        454430125        454397662        454364787   
455055822     455007419        454966490        454925504        454887829        454847922        454809815        454772831        454737438        454703018        454668542        454634171        454599556        454564295        454531260        454497603        454463654        454430141        454397670        454364795   
455055830     455007427        454966516        454925520        454887837        454847930        454809831        454772849        454737446        454703026        454668559        454634189        454599358        454564311        454531286        454497611        454463696        454429911        454397449        454364597   
455055624     455007435        454966532        454925538        454887639        454847948        454809849        454772864        454737230        454703034        454668567        454634197        454599366        454564329        454531294        454497629        454463704        454429929        454397456        454364605   
455055640     455007443        454966540        454925546        454887647        454847955        454809856        454772880        454737248        454703042        454668583        454634205        454599374        454564337        454531302        454497637        454463712        454429937        454397464        454364613   
455055657     455007450        454966565        454925561        454887654        454847963        454809864        454772906        454737263        454703059        454668591        454634221        454599382        454564345        454531096        454497421        454463720        454429945        454397472        454364621   
455055665     455007468        454966342        454925579        454887670        454847971        454809880        454772914        454737289        454703067        454668609        454634239        454599390        454564139        454531104        454497439        454463738        454429952        454397480        454364654   
455055673     455007476        454966359        454925363        454887688        454847989        454809898        454772708        454737297        454703075        454668617        454634247        454599408        454564147        454531112        454497447        454463522        454429960        454397498        454364670   
455055681     455007484        454966375        454925371        454887712        454847997        454809906        454772740        454737313        454703083        454668401        454634254        454599416        454564154        454531120        454497454        454463530        454429978        454397506        454364688   
455055707     455007492        454966383        454925397        454887720        454847815        454809708        454772757        454737321        454703091        454668419        454634056        454599424        454564170        454531138        454497462        454463548        454429986        454397522        454364464   
455055715     455007302        454966391        454925405        454887522        454847823        454809716        454772773        454737339        454703109        454668427        454634064        454599432        454564188        454531146        454497488        454463555        454429994        454397530        454364480   
455055723     455007310        454966409        454925421        454887530        454847831        454809724        454772781        454737131        454703117        454668435        454634098        454599234        454564204        454531153        454497496        454463589        454430000        454397548        454364506   
455055517     455007328        454966417        454925447        454887548        454847849        454809740        454772799        454737156        454702911        454668450        454634106        454599242        454564220        454531161        454497520        454463597        454430018        454397340        454364514   
455055533     455007336        454966458        454925462        454887555        454847856        454809757        454772807        454737172        454702929        454668468        454634114        454599267        454564238        454531179        454497306        454463605        454429796        454397357        454364522   
455055541     455007351        454966268        454925256        454887563        454847872        454809765        454772591        454737214        454702945        454668476        454634130        454599275        454564048        454531187        454497322        454463415        454429812        454397365        454364530   
455055574     455007369        454966276        454925264        454887571        454847880        454809773        454772617        454737222        454702952        454668500        454633959        454599291        454564063        454531195        454497348        454463423        454429820        454397373        454364548   
455055582     455007385        454966284        454925280        454887597        454847898        454809781        454772625        454737016        454702960        454668302        454633975        454599317        454564089        454530981        454497355        454463431        454429838        454397381        454364555   
455055590     455007179        454966292        454925298        454887605        454847914        454809799        454772658        454737032        454702978        454668310        454633983        454599325        454564097        454531005        454497363        454463456        454429853        454397399        454364563   
455055608     455007203        454966318        454925306        454887415        454847690        454809591        454772666        454737040        454702986        454668328        454633991        454599333        454564105        454531013        454497371        454463480        454429861        454397407        454364571   
455055426     455007211        454966128        454925322        454887423        454847708        454809609        454772674        454737057        454702994        454668336        454634007        454599119        454564113        454531021        454497389        454463498        454429879        454397415        454364340   
455055434     455007229        454966151        454925348        454887431        454847724        454809625        454772682        454737065        454703000        454668344        454634023        454599127        454563933        454531047        454497397        454463514        454429887        454397423        454364357   
455055442     455007245        454966169        454925355        454887449        454847740        454809633        454772484        454737073        454702796        454668351        454634031        454599135        454563974        454531054        454497405        454463316        454429903        454397431        454364365   
455055459     455007252        454966177        454925140        454887464        454847757        454809641        454772492        454737099        454702804        454668369        454634049        454599143        454563982        454531070        454497199        454463324        454429713        454397225        454364373   
455055467     455007260        454966193        454925181        454887498        454847765        454809658        454772500        454736935        454702812        454668385        454633835        454599150        454563990        454531088        454497207        454463332        454429739        454397233        454364399   
455055475     455007278        454966201        454925199        454887506        454847781        454809682        454772534        454736950        454702820        454668393        454633843        454599168        454564022        454530874        454497223        454463340        454429747        454397241        454364407   


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455055509     455007062        454966219        454925215        454887290        454847807        454809484        454772542        454736976        454702853        454668187        454633850        454599176        454563826        454530882        454497249        454463365        454429788        454397258        454364423   
455055293     455007070        454966227        454925223        454887308        454847583        454809492        454772559        454736992        454702861        454668195        454633876        454599184        454563842        454530890        454497256        454463373        454429572        454397266        454364431   
455055301     455007088        454966011        454925249        454887316        454847591        454809500        454772575        454736786        454702887        454668211        454633884        454599200        454563859        454530908        454497264        454463381        454429580        454397274        454364449   
455055327     455007096        454966037        454925033        454887332        454847609        454809518        454772583        454736794        454702671        454668229        454633892        454599226        454563875        454530916        454497272        454463399        454429598        454397282        454364456   
455055335     455007104        454966052        454925058        454887340        454847617        454809534        454772369        454736802        454702705        454668237        454633918        454599028        454563909        454530924        454497280        454463209        454429606        454397308        454364241   
455055368     455007120        454966078        454925066        454887357        454847641        454809559        454772385        454736810        454702721        454668245        454633926        454599036        454563917        454530932        454497298        454463225        454429614        454397316        454364258   
455055376     455007146        454966094        454925090        454887373        454847658        454809575        454772393        454736836        454702747        454668252        454633934        454599051        454563701        454530940        454497082        454463241        454429622        454397324        454364266   
455055392     455007161        454966102        454925108        454887399        454847682        454809377        454772401        454736844        454702754        454668260        454633728        454599069        454563727        454530767        454497108        454463258        454429630        454397100        454364274   
455055186     455006957        454965922        454925116        454887183        454847476        454809385        454772419        454736877        454702762        454668062        454633736        454599077        454563735        454530775        454497124        454463266        454429648        454397118        454364282   
455055202     455006965        454965930        454925124        454887191        454847484        454809393        454772427        454736679        454702770        454668070        454633744        454599093        454563750        454530783        454497140        454463274        454429655        454397126        454364290   
455055228     455006981        454965955        454925132        454887209        454847492        454809401        454772443        454736687        454702788        454668088        454633751        454599101        454563768        454530791        454497165        454463282        454429663        454397134        454364308   
455055236     455007005        454965963        454924929        454887233        454847500        454809419        454772468        454736703        454702572        454668096        454633769        454598913        454563776        454530809        454497173        454463308        454429671        454397142        454364316   
455055244     455007021        454965971        454924945        454887241        454847518        454809427        454772252        454736729        454702580        454668112        454633777        454598939        454563792        454530817        454497181        454463092        454429465        454397159        454364324   
455055251     455007039        454965997        454924952        454887258        454847559        454809443        454772278        454736752        454702598        454668120        454633785        454598947        454563800        454530825        454496977        454463118        454429481        454397175        454364332   
455055277     455007047        454966003        454924960        454887274        454847575        454809450        454772286        454736760        454702614        454668138        454633793        454598954        454563818        454530833        454496985        454463159        454429499        454397191        454364126   
455055285     455006858        454965815        454924994        454887282        454847369        454809476        454772302        454736562        454702622        454668146        454633801        454598996        454563602        454530866        454497009        454463167        454429507        454397209        454364134   
455055111     455006866        454965823        454925009        454887076        454847377        454809260        454772310        454736570        454702630        454668153        454633827        454599002        454563610        454530650        454497033        454463175        454429515        454397217        454364142   
455055145     455006874        454965849        454925025        454887092        454847385        454809278        454772336        454736588        454702663        454668161        454633637        454598806        454563628        454530676        454497041        454463191        454429523        454396995        454364159   
455055152     455006882        454965856        454924820        454887118        454847401        454809294        454772344        454736596        454702499        454667965        454633645        454598814        454563644        454530684        454497066        454462995        454429531        454397001        454364167   
455054973     455006908        454965872        454924838        454887142        454847419        454809302        454772351        454736620        454702507        454667973        454633660        454598822        454563651        454530692        454497074        454463001        454429549        454397019        454364175   
455054999     455006916        454965880        454924846        454887159        454847427        454809310        454772179        454736646        454702515        454668005        454633694        454598848        454563669        454530700        454496860        454463019        454429556        454397035        454364183   
455055012     455006940        454965898        454924853        454887167        454847435        454809328        454772195        454736653        454702358        454668013        454633702        454598855        454563693        454530718        454496878        454463043        454429564        454397043        454364191   
455055038     455006734        454965682        454924861        454887175        454847450        454809369        454772203        454736661        454702366        454668039        454633710        454598863        454563503        454530734        454496886        454463050        454429366        454397068        454364209   
455055046     455006742        454965708        454924879        454886961        454847468        454809153        454772211        454736455        454702382        454668047        454633504        454598889        454563511        454530742        454496894        454463068        454429374        454397076        454364217   
455055053     455006759        454965716        454924887        454886979        454847252        454809179        454772245        454736463        454702390        454667858        454633546        454598897        454563537        454530759        454496902        454463076        454429382        454397084        454364225   
455055061     455006775        454965724        454924895        454886995        454847278        454809187        454772047        454736489        454702408        454667882        454633553        454598681        454563560        454530577        454496910        454462862        454429390        454396888        454364019   
455054858     455006791        454965732        454924705        454887001        454847302        454809195        454772054        454736505        454702416        454667890        454633561        454598699        454563578        454530593        454496928        454462870        454429408        454396896        454364027   
455054874     455006817        454965740        454924713        454887019        454847310        454809203        454772062        454736513        454702424        454667908        454633579        454598707        454563586        454530619        454496936        454462896        454429424        454396912        454364043   
455054882     455006825        454965765        454924747        454887027        454847328        454809211        454772070        454736323        454702432        454667916        454633587        454598723        454563396        454530627        454496944        454462904        454429440        454396938        454364050   
455054890     455006833        454965575        454924754        454887035        454847336        454809229        454772088        454736331        454702440        454667932        454633595        454598749        454563404        454530635        454496951        454462912        454429457        454396946        454364068   
455054916     455006627        454965583        454924762        454887043        454847344        454809237        454772096        454736356        454702457        454667940        454633603        454598756        454563412        454530437        454496969        454462938        454429234        454396961        454364076   
455054924     455006635        454965591        454924770        454887050        454847351        454809245        454772104        454736364        454702242        454667742        454633611        454598764        454563420        454530445        454496761        454462953        454429242        454396979        454364084   
455054932     455006643        454965609        454924796        454886854        454847153        454809252        454772112        454736398        454702259        454667759        454633397        454598772        454563438        454530452        454496779        454462763        454429259        454396987        454364092   
455054940     455006650        454965625        454924804        454886862        454847179        454809039        454772138        454736406        454702267        454667783        454633405        454598780        454563446        454530460        454496787        454462797        454429267        454396763        454364100   
455054767     455006668        454965633        454924606        454886870        454847195        454809062        454771940        454736414        454702275        454667791        454633413        454598582        454563453        454530478        454496795        454462821        454429291        454396771        454363904   
455054775     455006676        454965641        454924614        454886896        454847203        454809096        454771957        454736224        454702291        454667809        454633421        454598590        454563461        454530486        454496803        454462839        454429309        454396797        454363920   
455054783     455006692        454965674        454924622        454886904        454847211        454809104        454771973        454736240        454702309        454667817        454633439        454598624        454563479        454530494        454496829        454462847        454429325        454396805        454363938   
455054791     455006700        454965468        454924630        454886912        454847229        454809112        454771981        454736265        454702317        454667825        454633454        454598640        454563495        454530510        454496837        454462854        454429333        454396847        454363946   
455054809     455006726        454965484        454924648        454886920        454847237        454809146        454772013        454736299        454702325        454667635        454633470        454598657        454563297        454530528        454496845        454462672        454429341        454396862        454363953   
455054817     455006528        454965492        454924663        454886946        454847245        454808924        454772021        454736307        454702333        454667650        454633496        454598665        454563305        454530320        454496852        454462680        454429127        454396870        454363961   
455054825     455006569        454965500        454924671        454886953        454847054        454808932        454771833        454736315        454702341        454667676        454633280        454598673        454563321        454530338        454496662        454462698        454429135        454396649        454363979   
455054833     455006585        454965518        454924499        454886748        454847062        454808940        454771841        454736117        454702127        454667684        454633314        454598483        454563339        454530346        454496670        454462706        454429143        454396664        454363987   
455054841     455006593        454965526        454924515        454886755        454847112        454808973        454771882        454736125        454702143        454667718        454633330        454598491        454563347        454530353        454496696        454462714        454429150        454396672        454363995   
455054643     455006601        454965534        454924523        454886789        454847120        454808981        454771890        454736133        454702168        454667494        454633348        454598517        454563354        454530361        454496704        454462730        454429168        454396680        454364001   
455054650     455006395        454965542        454924549        454886797        454847138        454808999        454771692        454736141        454702176        454667544        454633363        454598533        454563362        454530379        454496720        454462748        454429176        454396698        454363797   
455054668     455006411        454965567        454924556        454886813        454846932        454809005        454771700        454736166        454702184        454667551        454633371        454598558        454563388        454530387        454496738        454462755        454429184        454396706        454363805   
455054684     455006502        454965344        454924564        454886839        454846940        454808817        454771718        454736182        454702192        454667569        454633389        454598566        454563172        454530395        454496746        454462540        454429192        454396714        454363813   
455054718     455006270        454965351        454924580        454886656        454846973        454808825        454771726        454736208        454702200        454667585        454633181        454598574        454563180        454530411        454496753        454462565        454429200        454396730        454363821   
455054726     455006304        454965369        454924598        454886664        454846981        454808833        454771759        454735994        454702218        454667601        454633199        454598376        454563198        454530429        454496548        454462573        454429218        454396748        454363839   
455054734     455006320        454965377        454924382        454886672        454847013        454808841        454771767        454736000        454702226        454667395        454633207        454598384        454563206        454530205        454496555        454462581        454429226        454396755        454363847   
455054544     455006338        454965393        454924390        454886680        454846825        454808858        454771775        454736018        454702002        454667411        454633215        454598392        454563214        454530221        454496571        454462607        454429010        454396524        454363854   
455054551     455006361        454965401        454924408        454886698        454846858        454808866        454771593        454736034        454702010        454667445        454633231        454598400        454563222        454530239        454496597        454462649        454429028        454396540        454363862   
455054569     455006379        454965435        454924416        454886706        454846890        454808882        454771627        454736042        454702028        454667452        454633249        454598418        454563230        454530247        454496605        454462425        454429036        454396557        454363870   
455054593     455006163        454965443        454924440        454886714        454846700        454808890        454771635        454736059        454702036        454667460        454633256        454598426        454563248        454530254        454496613        454462433        454429051        454396565        454363888   
455054601     455006171        454965237        454924457        454886722        454846718        454808908        454771650        454736075        454702051        454667478        454633272        454598459        454563255        454530262        454496621        454462441        454429085        454396581        454363896   
455054627     455006197        454965252        454924465        454886516        454846726        454808916        454771668        454736091        454702069        454667486        454633074        454598467        454563271        454530270        454496639        454462458        454429093        454396599        454363680   
455054411     455006205        454965260        454924473        454886524        454846734        454808718        454771684        454735887        454702085        454667288        454633090        454598277        454563065        454530288        454496647        454462474        454429101        454396607        454363698   
455054437     455006239        454965278        454924481        454886532        454846742        454808726        454771460        454735911        454702101        454667296        454633108        454598285        454563073        454530304        454496449        454462482        454428905        454396615        454363706   
455054445     455006247        454965294        454924275        454886540        454846759        454808742        454771478        454735929        454702119        454667320        454633116        454598293        454563081        454530312        454496456        454462490        454428913        454396631        454363714   
455054478     455006254        454965302        454924309        454886557        454846767        454808767        454771486        454735937        454701897        454667338        454633124        454598319        454563099        454530106        454496464        454462524        454428921        454396417        454363722   
455054486     455006064        454965310        454924317        454886573        454846775        454808775        454771494        454735945        454701905        454667346        454633132        454598327        454563107        454530114        454496472        454462532        454428939        454396425        454363730   
455054494     455006072        454965336        454924325        454886599        454846783        454808783        454771502        454735952        454701913        454667353        454633157        454598335        454563115        454530122        454496480        454462342        454428947        454396433        454363748   
455054304     455006080        454965153        454924341        454886607        454846809        454808593        454771528        454735960        454701939        454667361        454633165        454598368        454563123        454530148        454496506        454462359        454428954        454396441        454363763   
455054338     455006106        454965161        454924374        454886615        454846593        454808601        454771551        454735978        454701947        454667379        454633173        454598152        454563131        454530155        454496514        454462367        454428970        454396458        454363771   
455054361     455006130        454965179        454924168        454886417        454846619        454808635        454771338        454735770        454701970        454667387        454632969        454598160        454563156        454530163        454496340        454462375        454428988        454396466        454363789   
455054387     455006148        454965187        454924176        454886433        454846643        454808668        454771346        454735796        454701988        454667171        454632977        454598178        454563164        454530171        454496365        454462383        454428996        454396482        454363557   
455054395     455005934        454965211        454924184        454886466        454846650        454808676        454771361        454735812        454701996        454667213        454632985        454598202        454562950        454530189        454496373        454462391        454428798        454396490        454363565   
455054197     455005942        454965229        454924200        454886474        454846676        454808684        454771387        454735846        454701798        454667221        454632993        454598210        454562976        454530197        454496381        454462409        454428806        454396516        454363573   
455054205     455005959        454965013        454924218        454886490        454846684        454808692        454771403        454735853        454701806        454667239        454633009        454598228        454562984        454530007        454496399        454462219        454428822        454396292        454363581   
455054213     455005983        454965021        454924226        454886292        454846692        454808494        454771411        454735861        454701814        454667247        454633017        454598236        454562992        454530015        454496407        454462227        454428830        454396300        454363599   
455054247     455005991        454965039        454924234        454886326        454846486        454808502        454771429        454735879        454701822        454667254        454633025        454598244        454563008        454530031        454496415        454462235        454428848        454396318        454363607   
455054270     455006015        454965047        454924242        454886334        454846494        454808551        454771437        454735663        454701830        454667262        454633033        454598251        454563016        454530049        454496217        454462243        454428855        454396326        454363623   
455054288     455005835        454965054        454924259        454886342        454846510        454808395        454771213        454735671        454701848        454667270        454633041        454598046        454563024        454530064        454496225        454462250        454428863        454396334        454363631   


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455054296     455005850        454965062        454924051        454886367        454846528        454808403        454771254        454735689        454701855        454667064        454633058        454598053        454563040        454530072        454496233        454462292        454428897        454396342        454363649   
455054080     455005868        454965070        454924085        454886375        454846536        454808429        454771262        454735705        454701871        454667072        454633066        454598061        454563057        454530080        454496258        454462300        454428681        454396367        454363664   
455054098     455005892        454965088        454924101        454886383        454846551        454808437        454771270        454735721        454701889        454667080        454632860        454598103        454562851        454529876        454496266        454462318        454428699        454396375        454363672   
455054106     455005900        454965104        454924127        454886391        454846569        454808452        454771288        454735739        454701699        454667098        454632878        454598111        454562869        454529892        454496308        454462102        454428707        454396391        454363441   
455054114     455005926        454964925        454924135        454886201        454846585        454808460        454771304        454735747        454701707        454667114        454632886        454598129        454562877        454529900        454496316        454462110        454428715        454396409        454363458   
455054122     455005728        454964933        454924143        454886219        454846361        454808478        454771312        454735754        454701715        454667122        454632894        454598145        454562885        454529918        454496100        454462128        454428723        454396185        454363466   
455054130     455005736        454964941        454923947        454886227        454846387        454808486        454771320        454735556        454701731        454667130        454632902        454597931        454562893        454529926        454496118        454462144        454428749        454396193        454363474   
455054163     455005744        454964958        454923954        454886268        454846395        454808262        454771098        454735564        454701749        454667148        454632928        454597949        454562919        454529942        454496134        454462151        454428772        454396201        454363482   
455054171     455005751        454964966        454923962        454886276        454846411        454808270        454771106        454735572        454701764        454667163        454632936        454597956        454562935        454529967        454496142        454462169        454428780        454396219        454363490   
455054189     455005777        454964982        454923970        454886284        454846429        454808338        454771114        454735580        454701772        454666959        454632944        454597964        454562943        454529975        454496159        454462193        454428608        454396227        454363524   
455053975     455005819        454964990        454923988        454886078        454846445        454808346        454771122        454735598        454701574        454666975        454632951        454597980        454562752        454529751        454496167        454462003        454428616        454396235        454363540   
455053983     455005603        454965005        454924028        454886086        454846460        454808353        454771130        454735614        454701582        454666983        454632753        454597998        454562778        454529777        454496175        454462011        454428632        454396243        454363334   
455054007     455005611        454964792        454924036        454886094        454846478        454808361        454771171        454735622        454701624        454666991        454632779        454598004        454562786        454529785        454496191        454462029        454428640        454396250        454363342   
455054015     455005637        454964818        454923830        454886110        454846254        454808379        454771205        454735630        454701632        454667007        454632787        454598038        454562794        454529793        454496209        454462045        454428657        454396268        454363359   
455054031     455005694        454964826        454923848        454886136        454846270        454808155        454770983        454735648        454701640        454667015        454632795        454597832        454562802        454529801        454495995        454462060        454428665        454396276        454363367   
455053876     455005702        454964842        454923863        454886144        454846288        454808163        454771007        454735655        454701657        454667031        454632803        454597840        454562828        454529819        454496001        454462078        454428673        454396284        454363391   
455053884     455005496        454964859        454923889        454886151        454846296        454808171        454771015        454735457        454701665        454667056        454632829        454597857        454562836        454529827        454496019        454462086        454428467        454396078        454363409   
455053900     455005512        454964883        454923897        454886169        454846304        454808189        454771023        454735465        454701467        454666843        454632837        454597873        454562844        454529835        454496035        454461898        454428475        454396086        454363417   
455053918     455005520        454964891        454923905        454886177        454846312        454808205        454771031        454735473        454701475        454666850        454632845        454597881        454562638        454529868        454496050        454461906        454428483        454396094        454363425   
455053942     455005538        454964685        454923921        454885955        454846320        454808221        454771049        454735481        454701483        454666868        454632647        454597899        454562646        454529645        454496068        454461914        454428491        454396102        454363227   
455053751     455005546        454964701        454923939        454885963        454846353        454808239        454771056        454735499        454701491        454666884        454632654        454597907        454562653        454529678        454496076        454461922        454428533        454396110        454363235   
455053785     455005553        454964719        454923749        454885989        454846148        454808247        454771072        454735507        454701509        454666892        454632662        454597915        454562661        454529686        454496092        454461930        454428541        454396128        454363243   
455053793     455005561        454964776        454923764        454885997        454846155        454808254        454771080        454735515        454701517        454666900        454632670        454597717        454562679        454529694        454495888        454461948        454428558        454396144        454363250   
455053827     455005579        454964578        454923772        454886003        454846171        454808064        454770868        454735523        454701525        454666918        454632688        454597733        454562695        454529702        454495896        454461955        454428350        454396151        454363268   
455053843     455005587        454964586        454923780        454886011        454846197        454808072        454770884        454735531        454701566        454666926        454632696        454597766        454562703        454529710        454495904        454461963        454428368        454396169        454363284   
455053850     455005595        454964610        454923798        454886045        454846205        454808080        454770892        454735333        454701350        454666934        454632704        454597774        454562729        454529728        454495912        454461757        454428384        454396177        454363292   
455053652     455005371        454964628        454923806        454885849        454846213        454808114        454770918        454735341        454701384        454666728        454632712        454597782        454562737        454529736        454495920        454461765        454428400        454395971        454363300   
455053660     455005389        454964636        454923822        454885856        454846221        454808148        454770926        454735366        454701400        454666736        454632738        454597790        454562513        454529538        454495938        454461773        454428418        454395989        454363326   
455053686     455005405        454964677        454923616        454885864        454846239        454807934        454770934        454735374        454701418        454666744        454632746        454597592        454562521        454529553        454495946        454461781        454428426        454395997        454363110   
455053694     455005447        454964461        454923624        454885872        454846247        454807942        454770942        454735382        454701426        454666751        454632530        454597618        454562547        454529561        454495953        454461807        454428236        454396011        454363136   
455053702     455005454        454964479        454923632        454885880        454846031        454807959        454770959        454735390        454701434        454666769        454632548        454597642        454562562        454529587        454495961        454461815        454428251        454396029        454363144   
455053728     455005462        454964487        454923640        454885898        454846049        454807967        454770967        454735408        454701442        454666785        454632555        454597659        454562588        454529595        454495987        454461823        454428269        454396037        454363151   
455053744     455005488        454964495        454923657        454885906        454846056        454807975        454770975        454735416        454701459        454666793        454632563        454597667        454562596        454529611        454495771        454461831        454428277        454396045        454363169   
455053546     455005272        454964503        454923673        454885914        454846064        454807991        454770736        454735424        454701244        454666801        454632571        454597683        454562604        454529629        454495789        454461856        454428301        454396060        454363177   
455053553     455005314        454964511        454923707        454885948        454846072        454808007        454770744        454735432        454701251        454666603        454632589        454597691        454562612        454529637        454495797        454461864        454428319        454395856        454363185   
455053561     455005322        454964529        454923715        454885740        454846080        454808015        454770769        454735440        454701269        454666611        454632597        454597493        454562620        454529439        454495805        454461658        454428327        454395864        454363193   
455053579     455005355        454964537        454923525        454885757        454846098        454808023        454770801        454735226        454701277        454666629        454632613        454597501        454562414        454529447        454495813        454461674        454428137        454395872        454363201   
455053603     455005363        454964545        454923533        454885773        454846114        454808031        454770827        454735234        454701285        454666637        454632621        454597535        454562430        454529462        454495821        454461682        454428145        454395880        454363219   
455053611     455005157        454964552        454923541        454885781        454846122        454807835        454770835        454735242        454701293        454666645        454632639        454597576        454562448        454529488        454495839        454461716        454428152        454395898        454363003   
455053637     455005173        454964347        454923558        454885799        454845934        454807843        454770843        454735259        454701319        454666678        454632423        454597584        454562455        454529496        454495847        454461732        454428160        454395906        454363029   
455053421     455005223        454964354        454923574        454885807        454845942        454807850        454770611        454735267        454701327        454666686        454632431        454597386        454562463        454529512        454495854        454461740        454428178        454395922        454363037   
455053439     455005256        454964370        454923582        454885815        454845967        454807876        454770678        454735275        454701343        454666694        454632449        454597394        454562489        454529520        454495862        454461559        454428186        454395930        454363045   
455053447     455005041        454964420        454923590        454885633        454845975        454807900        454770694        454735283        454701137        454666702        454632456        454597410        454562497        454529322        454495870        454461567        454428194        454395948        454363060   
455053454     455005066        454964446        454923608        454885641        454845983        454807918        454770702        454735291        454701152        454666496        454632472        454597444        454562505        454529330        454495664        454461575        454428210        454395955        454363078   
455053462     455005074        454964222        454923400        454885658        454845991        454807926        454770710        454735309        454701160        454666504        454632498        454597451        454562299        454529348        454495672        454461583        454428228        454395740        454363086   
455053470     455005082        454964230        454923418        454885666        454846015        454807710        454770504        454735317        454701178        454666512        454632506        454597469        454562307        454529355        454495680        454461609        454428020        454395757        454363102   
455053488     455005090        454964263        454923426        454885682        454846023        454807736        454770512        454735325        454701186        454666520        454632514        454597485        454562315        454529363        454495698        454461617        454428046        454395765        454362898   
455053355     455005116        454964271        454923434        454885690        454845819        454807744        454770520        454735119        454701202        454666546        454632316        454597279        454562323        454529389        454495706        454461633        454428053        454395773        454362906   
455053363     455004929        454964289        454923442        454885716        454845835        454807751        454770538        454735135        454701228        454666553        454632340        454597287        454562331        454529397        454495714        454461435        454428061        454395799        454362914   
455053389     455004945        454964297        454923459        454885526        454845843        454807769        454770553        454735143        454701236        454666561        454632357        454597295        454562356        454529405        454495722        454461450        454428079        454395807        454362930   
455053413     455004978        454964313        454923467        454885534        454845850        454807777        454770561        454735150        454701038        454666579        454632365        454597303        454562380        454529413        454495730        454461476        454428087        454395815        454362955   
455053207     455004986        454964321        454923475        454885559        454845876        454807785        454770579        454735168        454701046        454666587        454632373        454597329        454562398        454529215        454495755        454461484        454428095        454395823        454362963   
455053215     455005017        454964123        454923491        454885583        454845884        454807793        454770587        454735176        454701053        454666595        454632381        454597337        454562182        454529223        454495763        454461500        454428103        454395849        454362989   
455053223     455005025        454964131        454923285        454885591        454845892        454807819        454770603        454735184        454701061        454666371        454632399        454597345        454562190        454529249        454495557        454461518        454428111        454395633        454362781   
455053231     455004812        454964156        454923293        454885401        454845918        454807629        454770397        454735192        454701079        454666389        454632407        454597360        454562208        454529256        454495565        454461534        454427899        454395641        454362815   
455053249     455004838        454964164        454923301        454885419        454845710        454807652        454770405        454735200        454701087        454666397        454632415        454597378        454562216        454529272        454495573        454461310        454427907        454395658        454362823   
455053264     455004846        454964172        454923327        454885435        454845728        454807678        454770413        454735218        454701095        454666405        454632209        454597162        454562224        454529298        454495581        454461336        454427915        454395666        454362849   
455053280     455004879        454964180        454923335        454885443        454845736        454807694        454770421        454735002        454701103        454666413        454632225        454597188        454562232        454529306        454495599        454461344        454427931        454395674        454362856   
455053298     455004887        454964198        454923343        454885450        454845744        454807702        454770447        454735010        454701111        454666421        454632233        454597196        454562240        454529090        454495607        454461351        454427949        454395682        454362864   
455053306     455004697        454964214        454923368        454885468        454845751        454807496        454770454        454735051        454701129        454666439        454632258        454597204        454562257        454529108        454495615        454461369        454427956        454395690        454362872   
455053082     455004713        454964008        454923384        454885476        454845777        454807504        454770470        454735093        454700923        454666447        454632308        454597212        454562265        454529116        454495623        454461377        454427964        454395708        454362880   
455053124     455004721        454964016        454923160        454885492        454845785        454807512        454770496        454735101        454700949        454666454        454632100        454597238        454562083        454529124        454495631        454461385        454427972        454395716        454362674   
455053132     455004770        454964024        454923178        454885278        454845793        454807520        454770280        454734898        454700956        454666462        454632118        454597246        454562091        454529132        454495649        454461393        454427980        454395724        454362682   
455053140     455004796        454964032        454923186        454885294        454845801        454807538        454770298        454734906        454700964        454666256        454632126        454597261        454562109        454529140        454495656        454461401        454427998        454395526        454362690   
455053173     455004580        454964040        454923194        454885310        454845595        454807553        454770306        454734914        454700972        454666264        454632134        454597055        454562117        454529165        454495441        454461427        454428004        454395534        454362708   
455053199     455004598        454964057        454923228        454885328        454845603        454807561        454770314        454734922        454701004        454666272        454632142        454597063        454562141        454529173        454495458        454461203        454427782        454395542        454362716   
455052977     455004614        454964065        454923269        454885344        454845611        454807579        454770322        454734930        454701012        454666280        454632167        454597071        454562166        454528977        454495466        454461237        454427790        454395559        454362724   
455052993     455004630        454964073        454923277        454885351        454845629        454807587        454770355        454734948        454700808        454666314        454632175        454597089        454561960        454528985        454495474        454461252        454427808        454395567        454362732   
455053009     455004648        454964081        454923046        454885377        454845637        454807389        454770363        454734955        454700816        454666322        454632183        454597121        454561978        454528993        454495524        454461260        454427824        454395575        454362740   
455053017     455004671        454964099        454923061        454885161        454845645        454807405        454770371        454734963        454700840        454666330        454632001        454597139        454561986        454529009        454495532        454461278        454427832        454395591        454362765   
455053025     455004473        454964107        454923079        454885179        454845678        454807413        454770389        454734971        454700899        454666348        454632019        454597147        454562000        454529017        454495334        454461286        454427840        454395609        454362773   
455053033     455004499        454963893        454923087        454885187        454845686        454807421        454770173        454734989        454700683        454666157        454632027        454596933        454562018        454529025        454495367        454461302        454427857        454395617        454362559   
455053041     455004549        454963919        454923103        454885237        454845694        454807439        454770181        454734997        454700717        454666165        454632035        454596958        454562026        454529033        454495375        454461096        454427865        454395625        454362567   


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455053058     455004556        454963927        454923111        454885245        454845488        454807447        454770207        454734781        454700725        454666173        454632043        454596966        454562034        454529041        454495383        454461104        454427873        454395435        454362583   
455053066     455004564        454963935        454923129        454885252        454845504        454807462        454770215        454734799        454700733        454666181        454632050        454596990        454562042        454529058        454495409        454461112        454427881        454395476        454362591   
455053074     455004572        454963943        454922931        454885054        454845512        454807470        454770223        454734815        454700766        454666199        454632076        454597006        454562059        454528852        454495417        454461120        454427675        454395484        454362609   
455052860     455004366        454963968        454922949        454885062        454845520        454807488        454770231        454734831        454700774        454666215        454632092        454597014        454561879        454528860        454495425        454461138        454427683        454395500        454362625   
455052886     455004382        454963976        454922964        454885070        454845538        454807280        454770249        454734849        454700782        454666223        454631896        454597022        454561887        454528886        454495433        454461146        454427691        454395518        454362641   
455052894     455004390        454963984        454923004        454885088        454845546        454807314        454770264        454734856        454700790        454666231        454631904        454596826        454561895        454528894        454495227        454461153        454427709        454395310        454362658   
455052928     455004408        454963778        454923038        454885096        454845553        454807322        454770272        454734880        454700584        454666033        454631912        454596842        454561945        454528902        454495235        454461161        454427717        454395328        454362443   
455052936     455004432        454963794        454922824        454885104        454845579        454807348        454770066        454734666        454700600        454666041        454631920        454596859        454561952        454528910        454495243        454461195        454427725        454395336        454362450   
455052746     455004440        454963828        454922857        454885120        454845587        454807355        454770082        454734682        454700618        454666066        454631938        454596875        454561747        454528928        454495250        454460981        454427733        454395369        454362476   
455052787     455004465        454963836        454922865        454885146        454845363        454807371        454770090        454734690        454700626        454666074        454631946        454596883        454561754        454528944        454495268        454461013        454427741        454395385        454362484   
455052795     455004267        454963844        454922873        454884966        454845405        454807173        454770116        454734724        454700634        454666090        454631979        454596891        454561762        454528951        454495276        454461021        454427758        454395401        454362492   
455052837     455004283        454963869        454922881        454884974        454845413        454807181        454770132        454734732        454700659        454666108        454631987        454596909        454561770        454528753        454495292        454461039        454427774        454395195        454362500   
455052621     455004325        454963877        454922907        454884982        454845421        454807199        454770140        454734740        454700667        454666116        454631805        454596917        454561788        454528761        454495300        454461047        454427568        454395211        454362518   
455052647     455004143        454963661        454922923        454884990        454845439        454807207        454770157        454734567        454700675        454666124        454631813        454596925        454561796        454528779        454495318        454461062        454427576        454395229        454362526   
455052654     455004150        454963679        454922717        454885005        454845447        454807215        454769951        454734575        454700493        454666132        454631821        454596719        454561804        454528787        454495326        454461070        454427592        454395237        454362534   
455052662     455004168        454963695        454922725        454885039        454845454        454807223        454769977        454734583        454700501        454665936        454631847        454596735        454561630        454528795        454495136        454461088        454427600        454395252        454362542   
455052704     455004176        454963703        454922733        454884834        454845462        454807231        454770009        454734591        454700527        454665944        454631854        454596743        454561648        454528803        454495144        454460882        454427618        454395260        454362344   
455052720     455004192        454963711        454922741        454884842        454845256        454807256        454770017        454734617        454700535        454665951        454631664        454596750        454561655        454528811        454495151        454460916        454427626        454395278        454362351   
455052522     455004226        454963729        454922766        454884867        454845272        454807264        454770025        454734633        454700543        454665969        454631672        454596784        454561671        454528837        454495169        454460924        454427634        454395286        454362369   
455052530     455004085        454963737        454922774        454884875        454845298        454807058        454770033        454734641        454700568        454665977        454631680        454596792        454561697        454528845        454495185        454460932        454427667        454395088        454362377   
455052548     455004093        454963745        454922782        454884883        454845306        454807074        454770041        454734658        454700352        454665985        454631698        454596800        454561705        454528639        454495193        454460957        454427451        454395096        454362385   
455052555     455004135        454963752        454922808        454884891        454845322        454807090        454770058        454734443        454700360        454665993        454631706        454596602        454561713        454528647        454495201        454460973        454427477        454395112        454362393   
455052563     455003913        454963760        454922816        454884925        454845348        454807108        454769845        454734468        454700378        454666009        454631714        454596610        454561721        454528654        454495219        454460775        454427485        454395120        454362401   
455052571     455003921        454963562        454922600        454884933        454845140        454807132        454769852        454734492        454700394        454666017        454631722        454596636        454561739        454528662        454495003        454460783        454427493        454395138        454362435   
455052589     455003947        454963588        454922618        454884727        454845157        454807140        454769860        454734500        454700402        454666025        454631763        454596651        454561523        454528670        454495011        454460791        454427519        454395146        454362211   
455052597     455003954        454963620        454922634        454884735        454845165        454807157        454769878        454734526        454700410        454665837        454631557        454596669        454561531        454528688        454495037        454460817        454427527        454395153        454362229   
455052613     455003970        454963646        454922642        454884743        454845181        454806944        454769894        454734534        454700428        454665845        454631565        454596677        454561549        454528696        454495045        454460833        454427535        454395161        454362237   
455052407     455003996        454963448        454922675        454884750        454845199        454806977        454769910        454734542        454700444        454665852        454631599        454596685        454561572        454528712        454495052        454460858        454427543        454395179        454362252   
455052415     455004002        454963471        454922683        454884768        454845207        454807009        454769936        454734336        454700246        454665860        454631607        454596461        454561580        454528720        454495060        454460668        454427550        454395187        454362260   
455052423     455004028        454963489        454922691        454884784        454845215        454807033        454769944        454734344        454700253        454665886        454631615        454596479        454561598        454528738        454495078        454460684        454427345        454394974        454362278   
455052449     455003822        454963513        454922709        454884792        454845223        454807041        454769720        454734351        454700261        454665902        454631649        454596487        454561606        454528530        454495094        454460700        454427352        454394982        454362294   
455052464     455003863        454963539        454922493        454884818        454845058        454806837        454769753        454734377        454700287        454665712        454631656        454596495        454561614        454528548        454495102        454460718        454427360        454394990        454362302   
455052472     455003897        454963547        454922501        454884610        454845066        454806852        454769779        454734385        454700295        454665720        454631433        454596511        454561416        454528555        454494899        454460726        454427378        454395005        454362310   
455052506     455003707        454963349        454922535        454884644        454845082        454806894        454769787        454734401        454700303        454665738        454631441        454596545        454561440        454528563        454494907        454460759        454427386        454395013        454362104   
455052290     455003749        454963356        454922543        454884651        454845090        454806902        454769795        454734419        454700329        454665746        454631466        454596560        454561457        454528571        454494915        454460551        454427394        454395021        454362112   
455052316     455003756        454963364        454922550        454884693        454845116        454806928        454769803        454734427        454700337        454665753        454631474        454596578        454561465        454528589        454494923        454460577        454427402        454395039        454362120   
455052324     455003764        454963414        454922568        454884701        454845132        454806720        454769811        454734435        454700345        454665761        454631490        454596586        454561473        454528597        454494931        454460585        454427410        454395054        454362138   
455052332     455003772        454963422        454922584        454884719        454844945        454806738        454769829        454734229        454700139        454665779        454631516        454596594        454561481        454528613        454494949        454460593        454427428        454395062        454362153   
455052357     455003798        454963430        454922592        454884511        454844960        454806746        454769837        454734245        454700147        454665787        454631532        454596347        454561499        454528415        454494956        454460601        454427444        454395070        454362161   
455052365     455003590        454963232        454922378        454884529        454844978        454806753        454769613        454734252        454700170        454665803        454631326        454596354        454561515        454528431        454494964        454460627        454427238        454394867        454362187   
455052373     455003608        454963240        454922386        454884537        454844994        454806787        454769621        454734260        454700196        454665597        454631334        454596362        454561309        454528449        454494972        454460635        454427246        454394883        454362195   
455052381     455003624        454963281        454922394        454884545        454845009        454806803        454769639        454734278        454700204        454665621        454631359        454596370        454561317        454528464        454494774        454460643        454427253        454394891        454362203   
455052183     455003632        454963299        454922436        454884552        454845017        454806811        454769647        454734286        454700022        454665639        454631367        454596388        454561325        454528480        454494782        454460650        454427261        454394909        454361999   
455052191     455003640        454963307        454922451        454884560        454845025        454806829        454769654        454734294        454700030        454665647        454631375        454596396        454561341        454528498        454494790        454460445        454427279        454394917        454362005   
455052209     455003657        454963315        454922469        454884578        454844846        454806613        454769670        454734310        454700048        454665662        454631383        454596404        454561366        454528506        454494808        454460460        454427287        454394925        454362013   
455052217     455003665        454963323        454922261        454884586        454844853        454806621        454769688        454734120        454700063        454665670        454631391        454596420        454561382        454528308        454494816        454460478        454427295        454394933        454362021   
455052233     455003509        454963117        454922279        454884594        454844879        454806647        454769696        454734138        454700071        454665472        454631409        454596453        454561390        454528316        454494824        454460486        454427303        454394941        454362047   
455052241     455003517        454963133        454922295        454884602        454844887        454806654        454769704        454734146        454700089        454665480        454631417        454596248        454561408        454528324        454494832        454460494        454427311        454394958        454362054   
455052266     455003525        454963158        454922311        454884388        454844903        454806662        454769712        454734153        454700097        454665506        454631425        454596255        454561192        454528340        454494840        454460502        454427329        454394966        454362062   
455052076     455003558        454963174        454922329        454884396        454844929        454806670        454769506        454734161        454700105        454665514        454631219        454596263        454561200        454528357        454494857        454460510        454427337        454394750        454362070   
455052092     455003566        454963182        454922352        454884412        454844747        454806688        454769522        454734179        454700113        454665548        454631235        454596271        454561218        454528373        454494865        454460346        454427113        454394768        454362088   
455052100     455003574        454963190        454922360        454884420        454844754        454806696        454769548        454734187        454700121        454665555        454631250        454596289        454561226        454528381        454494881        454460379        454427121        454394776        454362096   
455052118     455003368        454963208        454922154        454884438        454844762        454806704        454769563        454734195        454699919        454665571        454631268        454596297        454561234        454528399        454494659        454460395        454427139        454394792        454361890   
455052126     455003376        454963216        454922162        454884446        454844770        454806712        454769589        454734203        454699927        454665340        454631300        454596305        454561259        454528407        454494667        454460403        454427147        454394818        454361908   
455052134     455003392        454963018        454922170        454884453        454844788        454806514        454769597        454734005        454699935        454665381        454631318        454596313        454561283        454528209        454494675        454460411        454427154        454394834        454361916   
455052159     455003418        454963026        454922188        454884461        454844796        454806522        454769605        454734013        454699950        454665399        454631094        454596321        454561291        454528217        454494691        454460429        454427162        454394859        454361924   
455052175     455003426        454963042        454922196        454884487        454844804        454806530        454769399        454734021        454699968        454665407        454631102        454596339        454561077        454528225        454494709        454460437        454427188        454394644        454361932   
455051953     455003459        454963059        454922220        454884495        454844812        454806548        454769407        454734047        454699976        454665415        454631128        454596115        454561085        454528233        454494741        454460239        454427196        454394651        454361940   
455051995     455003251        454963075        454922238        454884263        454844614        454806555        454769423        454734054        454699984        454665431        454631136        454596123        454561093        454528241        454494766        454460247        454427204        454394677        454361957   
455052019     455003269        454963083        454922246        454884271        454844622        454806563        454769431        454734062        454699992        454665233        454631169        454596149        454561119        454528258        454494550        454460262        454427220        454394685        454361965   
455052027     455003293        454963091        454922030        454884289        454844630        454806589        454769449        454734070        454700006        454665241        454631177        454596156        454561127        454528266        454494568        454460270        454427014        454394693        454361973   
455051847     455003301        454963109        454922055        454884297        454844648        454806605        454769456        454734088        454700014        454665266        454631185        454596172        454561135        454528282        454494592        454460288        454427022        454394701        454361775   
455051854     455003319        454962895        454922063        454884305        454844655        454806399        454769464        454734096        454699794        454665274        454630989        454596198        454561143        454528290        454494600        454460296        454427030        454394719        454361783   
455051862     455003335        454962903        454922089        454884313        454844671        454806407        454769472        454734104        454699828        454665282        454630997        454596206        454561150        454528084        454494626        454460304        454427048        454394727        454361791   
455051870     455003343        454962911        454922097        454884339        454844697        454806423        454769480        454733882        454699869        454665290        454631003        454596222        454561168        454528100        454494436        454460312        454427063        454394735        454361809   
455051912     455003350        454962929        454922105        454884347        454844705        454806431        454769498        454733908        454699877        454665316        454631011        454595984        454561176        454528118        454494444        454460338        454427071        454394743        454361817   
455051920     455003178        454962937        454922121        454884354        454844507        454806449        454769316        454733916        454699893        454665324        454631029        454595992        454561184        454528134        454494451        454460122        454427089        454394537        454361825   
455051946     455003186        454962945        454921933        454884362        454844515        454806456        454769324        454733932        454699901        454665332        454631037        454596008        454560962        454528142        454494469        454460130        454427097        454394545        454361833   
455051748     455003228        454962952        454921941        454884370        454844523        454806472        454769332        454733957        454699679        454665126        454631045        454596032        454560970        454528159        454494477        454460148        454427105        454394552        454361866   
455051755     455003244        454962960        454921958        454884156        454844549        454806480        454769340        454733965        454699695        454665134        454631052        454596040        454560996        454528167        454494485        454460155        454426891        454394578        454361874   
455051763     455003038        454962978        454921966        454884172        454844556        454806282        454769357        454733973        454699711        454665142        454631060        454596057        454561002        454528175        454494493        454460171        454426909        454394594        454361668   
455051805     455003046        454962986        454921982        454884180        454844564        454806316        454769365        454733981        454699729        454665159        454631078        454596073        454561010        454527987        454494501        454460189        454426917        454394628        454361676   
455051813     455003087        454962994        454921990        454884198        454844572        454806332        454769373        454733999        454699737        454665183        454630880        454596081        454561044        454528001        454494519        454460197        454426925        454394420        454361684   


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455051656     455003103        454962796        454922006        454884206        454844598        454806340        454769381        454733783        454699745        454665191        454630906        454595877        454561051        454528027        454494527        454460205        454426933        454394438        454361700   
455051664     455003129        454962804        454922014        454884214        454844390        454806357        454769167        454733791        454699752        454665209        454630914        454595893        454561069        454528035        454494535        454460213        454426941        454394453        454361718   
455051672     455003137        454962812        454922022        454884222        454844408        454806365        454769175        454733809        454699778        454665217        454630922        454595901        454560830        454528043        454494345        454460031        454426958        454394461        454361734   
455051680     455002931        454962820        454921818        454884255        454844416        454806373        454769191        454733825        454699786        454665225        454630930        454595927        454560848        454528050        454494352        454460049        454426966        454394479        454361742   
455051698     455002949        454962846        454921826        454884057        454844440        454806381        454769217        454733833        454699562        454665019        454630948        454595943        454560863        454528068        454494378        454460056        454426974        454394487        454361767   
455051714     455002964        454962861        454921834        454884065        454844465        454806175        454769233        454733841        454699588        454665027        454630955        454595950        454560871        454528076        454494394        454460064        454426982        454394495        454361569   
455051508     455002980        454962887        454921842        454884073        454844473        454806183        454769241        454733858        454699612        454665035        454630963        454595968        454560889        454527870        454494204        454460072        454426990        454394511        454361577   
455051524     455002998        454962671        454921867        454884081        454844275        454806191        454769258        454733866        454699620        454665050        454630971        454595976        454560905        454527888        454494212        454460106        454426784        454394313        454361585   
455051532     455003004        454962689        454921875        454884099        454844291        454806209        454769068        454733874        454699638        454665084        454630773        454595760        454560913        454527896        454494220        454460114        454426792        454394321        454361593   
455051557     455003012        454962697        454921891        454884107        454844309        454806217        454769076        454733668        454699653        454665092        454630781        454595778        454560921        454527904        454494238        454459918        454426800        454394339        454361601   
455051565     455003020        454962705        454921917        454884115        454844317        454806225        454769092        454733676        454699661        454665100        454630799        454595786        454560939        454527920        454494246        454459926        454426818        454394347        454361619   
455051573     455002840        454962747        454921701        454884123        454844325        454806258        454769100        454733684        454699455        454665118        454630815        454595794        454560947        454527938        454494253        454459934        454426826        454394354        454361643   
455051581     455002857        454962762        454921719        454884149        454844341        454806274        454769118        454733692        454699463        454664897        454630831        454595802        454560723        454527946        454494261        454459942        454426834        454394370        454361650   
455051599     455002873        454962564        454921743        454883935        454844358        454806050        454769126        454733700        454699471        454664913        454630849        454595810        454560756        454527953        454494279        454459959        454426842        454394388        454361437   
455051409     455002881        454962580        454921750        454883943        454844374        454806068        454769134        454733718        454699497        454664921        454630856        454595828        454560764        454527961        454494287        454459967        454426859        454394396        454361445   
455051425     455002899        454962598        454921768        454883950        454844168        454806076        454769142        454733726        454699513        454664939        454630864        454595844        454560772        454527979        454494295        454459975        454426867        454394412        454361452   
455051466     455002907        454962614        454921776        454883968        454844176        454806084        454769159        454733734        454699521        454664970        454630872        454595869        454560780        454527771        454494303        454459983        454426875        454394206        454361460   
455051474     455002915        454962622        454921784        454883976        454844192        454806092        454768946        454733742        454699539        454664996        454630666        454595646        454560798        454527789        454494097        454459991        454426883        454394214        454361486   
455051292     455002709        454962655        454921800        454883984        454844200        454806100        454768953        454733759        454699547        454664772        454630708        454595661        454560806        454527805        454494105        454459793        454426677        454394222        454361494   
455051318     455002725        454962663        454921586        454883992        454844234        454806126        454768961        454733767        454699554        454664798        454630716        454595679        454560822        454527821        454494113        454459801        454426685        454394230        454361502   
455051326     455002733        454962465        454921636        454884008        454844242        454806159        454768979        454733551        454699372        454664806        454630724        454595687        454560608        454527839        454494121        454459827        454426693        454394248        454361510   
455051334     455002741        454962473        454921651        454884016        454844259        454805946        454768987        454733569        454699414        454664814        454630732        454595695        454560624        454527847        454494154        454459835        454426701        454394255        454361528   
455051342     455002758        454962507        454921669        454884024        454844267        454805961        454768995        454733585        454699430        454664830        454630740        454595703        454560632        454527854        454494162        454459843        454426719        454394263        454361536   
455051359     455002766        454962523        454921677        454884032        454844051        454805979        454769019        454733593        454699448        454664848        454630757        454595711        454560640        454527862        454494170        454459850        454426727        454394271        454361320   
455051375     455002782        454962358        454921693        454883828        454844069        454805987        454769043        454733601        454699232        454664855        454630765        454595745        454560665        454527664        454494188        454459868        454426735        454394289        454361338   
455051383     455002790        454962374        454921461        454883836        454844085        454805995        454768839        454733619        454699240        454664889        454630559        454595752        454560681        454527672        454493982        454459876        454426743        454394305        454361346   
455051177     455002808        454962382        454921479        454883844        454844093        454806019        454768862        454733635        454699257        454664657        454630575        454595539        454560699        454527680        454494006        454459892        454426750        454394115        454361361   
455051185     455002592        454962408        454921487        454883885        454844101        454806027        454768870        454733643        454699265        454664673        454630583        454595554        454560707        454527698        454494014        454459900        454426768        454394123        454361379   
455051201     455002618        454962424        454921503        454883893        454844119        454806035        454768904        454733452        454699281        454664681        454630591        454595570        454560517        454527706        454494022        454459686        454426776        454394149        454361387   
455051219     455002626        454962432        454921511        454883901        454844127        454806043        454768912        454733460        454699299        454664707        454630609        454595596        454560525        454527714        454494055        454459694        454426560        454394164        454361395   
455051235     455002642        454962234        454921537        454883919        454844135        454805821        454768714        454733486        454699307        454664723        454630641        454595604        454560541        454527730        454494071        454459702        454426578        454394172        454361403   
455051243     455002659        454962242        454921560        454883927        454844143        454805839        454768722        454733494        454699315        454664731        454630443        454595612        454560558        454527748        454493867        454459710        454426594        454394180        454361411   
455051250     455002675        454962317        454921354        454883737        454844150        454805862        454768730        454733502        454699323        454664749        454630476        454595638        454560566        454527755        454493875        454459728        454426602        454394198        454361429   
455051268     455002683        454962325        454921362        454883745        454843970        454805888        454768748        454733510        454699331        454664756        454630484        454595422        454560574        454527763        454493891        454459736        454426610        454393984        454361205   
455051276     455002477        454962127        454921370        454883760        454843988        454805904        454768755        454733528        454699125        454664541        454630492        454595430        454560590        454527557        454493909        454459751        454426628        454393992        454361213   
455051060     455002493        454962135        454921388        454883778        454843996        454805912        454768771        454733536        454699133        454664566        454630500        454595448        454560400        454527573        454493917        454459769        454426636        454394008        454361221   
455051078     455002501        454962143        454921396        454883786        454844002        454805920        454768797        454733544        454699141        454664574        454630518        454595463        454560418        454527581        454493925        454459777        454426651        454394016        454361239   
455051086     455002519        454962150        454921404        454883794        454844010        454805714        454768607        454733338        454699158        454664582        454630526        454595489        454560426        454527599        454493933        454459785        454426669        454394032        454361247   
455051102     455002527        454962184        454921412        454883802        454844036        454805722        454768615        454733346        454699166        454664608        454630542        454595505        454560434        454527607        454493941        454459561        454426446        454394040        454361262   
455051110     455002543        454962192        454921446        454883810        454844044        454805730        454768623        454733353        454699174        454664616        454630336        454595513        454560442        454527615        454493958        454459579        454426453        454394057        454361270   
455051128     455002550        454962200        454921453        454883612        454843855        454805748        454768631        454733361        454699182        454664624        454630351        454595521        454560467        454527623        454493966        454459587        454426461        454394081        454361288   
455051136     455002568        454962218        454921255        454883620        454843863        454805755        454768649        454733379        454699190        454664640        454630369        454595323        454560475        454527649        454493768        454459603        454426479        454393885        454361304   
455051144     455002394        454962226        454921271        454883661        454843871        454805763        454768656        454733387        454699216        454664442        454630377        454595331        454560483        454527656        454493776        454459629        454426487        454393893        454361098   
455050955     455002402        454962010        454921289        454883687        454843905        454805771        454768664        454733395        454699026        454664459        454630385        454595349        454560285        454527441        454493784        454459637        454426495        454393901        454361114   
455050971     455002436        454962028        454921297        454883695        454843921        454805805        454768672        454733403        454699034        454664467        454630393        454595364        454560293        454527458        454493792        454459652        454426503        454393919        454361122   
455050989     455002253        454962044        454921305        454883497        454843715        454805813        454768680        454733411        454699042        454664475        454630401        454595372        454560319        454527466        454493826        454459660        454426511        454393927        454361130   
455051003     455002261        454962051        454921313        454883513        454843731        454805607        454768698        454733437        454699059        454664483        454630229        454595380        454560327        454527482        454493834        454459678        454426537        454393943        454361148   
455051011     455002279        454962069        454921321        454883547        454843756        454805615        454768706        454733221        454699067        454664491        454630237        454595406        454560343        454527490        454493842        454459462        454426545        454393950        454361155   
455051045     455002295        454962077        454921347        454883570        454843772        454805623        454768490        454733239        454699075        454664509        454630245        454595190        454560350        454527508        454493651        454459470        454426552        454393968        454361163   
455051052     455002303        454962085        454921172        454883588        454843798        454805649        454768508        454733254        454699109        454664517        454630252        454595208        454560186        454527524        454493669        454459496        454426339        454393760        454361171   
455050872     455002311        454962119        454921206        454883380        454843806        454805656        454768516        454733262        454699117        454664525        454630286        454595216        454560194        454527532        454493677        454459504        454426347        454393794        454361189   
455050906     455002162        454961905        454921214        454883398        454843814        454805664        454768524        454733270        454698895        454664327        454630310        454595224        454560202        454527540        454493685        454459520        454426354        454393802        454361197   
455050914     455002212        454961913        454921230        454883406        454843608        454805672        454768532        454733312        454698903        454664343        454630112        454595232        454560210        454527334        454493693        454459546        454426362        454393828        454360983   
455050922     455002246        454961921        454921024        454883414        454843616        454805680        454768540        454733320        454698929        454664350        454630138        454595240        454560228        454527342        454493701        454459553        454426370        454393836        454360991   
455050930     455002014        454961939        454921032        454883422        454843640        454805698        454768557        454733122        454698937        454664384        454630153        454595265        454560236        454527367        454493719        454459363        454426404        454393844        454361007   
455050948     455002030        454961947        454921040        454883448        454843657        454805706        454768565        454733130        454698945        454664392        454630161        454595273        454560244        454527375        454493727        454459371        454426412        454393851        454361015   
455050732     455002055        454961954        454921057        454883455        454843673        454805490        454768573        454733148        454698952        454664400        454630179        454595307        454560269        454527391        454493735        454459389        454426420        454393646        454361023   
455050757     455002063        454961962        454921073        454883273        454843707        454805508        454768599        454733155        454698960        454664418        454630187        454595091        454560277        454527417        454493743        454459413        454426222        454393653        454361031   
455050765     455002071        454961970        454921081        454883281        454843483        454805516        454768383        454733163        454698978        454664426        454630195        454595109        454560053        454527433        454493529        454459421        454426230        454393661        454361056   
455050773     455002097        454961988        454921099        454883299        454843491        454805524        454768409        454733171        454698986        454664434        454630203        454595117        454560087        454527268        454493537        454459447        454426248        454393679        454361064   
455050799     455002113        454961996        454921107        454883307        454843566        454805532        454768417        454733189        454698770        454664210        454630211        454595125        454560095        454527276        454493545        454459249        454426255        454393687        454361072   
455050807     455002121        454962002        454921115        454883315        454843574        454805540        454768425        454733205        454698804        454664228        454630005        454595133        454560103        454527284        454493552        454459256        454426263        454393695        454360868   
455050815     455001909        454961798        454920927        454883331        454843590        454805557        454768433        454733031        454698812        454664236        454630021        454595141        454560129        454527300        454493560        454459264        454426271        454393703        454360884   
455050823     455001917        454961806        454920935        454883364        454843368        454805573        454768441        454733049        454698820        454664244        454630047        454595158        454560137        454527326        454493578        454459272        454426289        454393711        454360892   
455050831     455001933        454961814        454920943        454883372        454843376        454805599        454768458        454733056        454698838        454664251        454630054        454595166        454560145        454527110        454493586        454459280        454426297        454393729        454360900   
455050658     455001966        454961822        454920950        454883174        454843384        454805391        454768466        454733064        454698846        454664269        454630062        454594987        454560152        454527128        454493594        454459298        454426305        454393737        454360918   
455050674     455001974        454961830        454920968        454883190        454843392        454805417        454768474        454733106        454698853        454664277        454630070        454594995        454560160        454527136        454493602        454459306        454426313        454393745        454360934   
455050682     455002006        454961848        454920976        454883216        454843400        454805425        454768482        454732918        454698861        454664285        454630088        454595000        454559972        454527144        454493412        454459314        454426321        454393554        454360942   
455050690     455001792        454961855        454920984        454883224        454843426        454805433        454768268        454732934        454698879        454664293        454630096        454595018        454559998        454527169        454493420        454459348        454426107        454393562        454360959   
455050708     455001800        454961863        454921008        454883232        454843434        454805441        454768284        454732942        454698887        454664319        454629890        454595026        454560004        454527185        454493438        454459157        454426115        454393570        454360967   
455050518     455001818        454961871        454921016        454883240        454843459        454805458        454768318        454732959        454698648        454664103        454629908        454595034        454560012        454527193        454493453        454459173        454426149        454393588        454360769   
455050526     455001826        454961889        454920802        454883257        454843467        454805466        454768326        454732967        454698655        454664111        454629916        454595042        454560020        454527201        454493487        454459181        454426156        454393604        454360777   
455050559     455001842        454961897        454920828        454883059        454843475        454805474        454768334        454732983        454698671        454664129        454629924        454595059        454560038        454527003        454493495        454459199        454426164        454393612        454360785   


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455050609     455001859        454961673        454920869        454883083        454843251        454805482        454768359        454732991        454698689        454664137        454629932        454595067        454559840        454527011        454493511        454459207        454426172        454393620        454360793   
455050617     455001875        454961681        454920885        454883091        454843269        454805284        454768375        454733007        454698697        454664145        454629940        454595075        454559857        454527029        454493321        454459041        454426180        454393638        454360801   
455050419     455001883        454961699        454920893        454883109        454843277        454805292        454768151        454733015        454698713        454664152        454629957        454595083        454559931        454527037        454493339        454459058        454426198        454393422        454360819   
455050427     455001891        454961707        454920901        454883117        454843285        454805300        454768177        454732801        454698721        454664160        454629981        454594862        454559725        454527045        454493347        454459066        454426206        454393455        454360827   
455050450     455001677        454961723        454920695        454883125        454843293        454805318        454768185        454732819        454698739        454664178        454629999        454594870        454559733        454527052        454493354        454459074        454425992        454393463        454360843   
455050468     455001693        454961731        454920703        454883133        454843301        454805334        454768193        454732835        454698747        454664186        454629791        454594888        454559758        454527060        454493362        454459082        454426008        454393471        454360850   
455050476     455001701        454961749        454920711        454883141        454843319        454805342        454768219        454732843        454698754        454664202        454629809        454594896        454559766        454527078        454493370        454459108        454426016        454393489        454360637   
455050492     455001735        454961756        454920729        454882945        454843327        454805359        454768227        454732850        454698531        454663998        454629817        454594904        454559774        454527094        454493388        454459116        454426032        454393497        454360660   
455050500     455001743        454961764        454920737        454882952        454843335        454805375        454768235        454732868        454698549        454664004        454629825        454594912        454559790        454527102        454493206        454459124        454426065        454393505        454360686   
455050310     455001560        454961772        454920752        454882960        454843343        454805169        454768243        454732876        454698580        454664012        454629833        454594920        454559808        454526898        454493214        454459132        454426081        454393513        454360694   
455050328     455001578        454961780        454920760        454882978        454843350        454805177        454768250        454732884        454698598        454664020        454629866        454594938        454559816        454526906        454493255        454458944        454426099        454393521        454360702   
455050344     455001586        454961566        454920778        454883026        454843160        454805193        454768045        454732892        454698606        454664038        454629882        454594946        454559824        454526922        454493271        454458969        454425893        454393299        454360710   
455050187     455001594        454961574        454920786        454883034        454843178        454805201        454768052        454732900        454698614        454664046        454629668        454594953        454559626        454526930        454493289        454458977        454425901        454393307        454360736   
455050203     455001610        454961582        454920794        454883042        454843186        454805219        454768060        454732686        454698630        454664061        454629676        454594979        454559634        454526948        454493297        454458985        454425919        454393323        454360512   
455050211     455001628        454961590        454920588        454882853        454843194        454805227        454768086        454732694        454698424        454664079        454629692        454594763        454559642        454526955        454493099        454459017        454425927        454393349        454360520   
455050229     455001644        454961624        454920596        454882861        454843202        454805235        454768102        454732702        454698432        454663881        454629718        454594771        454559659        454526963        454493123        454459025        454425935        454393356        454360546   
455050237     455001651        454961640        454920604        454882879        454843210        454805250        454768128        454732710        454698440        454663899        454629726        454594789        454559667        454526971        454493156        454459033        454425968        454393364        454360553   
455050278     455001669        454961657        454920620        454882887        454843228        454805268        454768136        454732728        454698457        454663907        454629734        454594797        454559683        454526989        454493164        454458829        454425976        454393380        454360579   
455050070     455001453        454961665        454920638        454882895        454843236        454805045        454767930        454732744        454698465        454663915        454629742        454594805        454559691        454526997        454493172        454458837        454425984        454393398        454360587   
455050088     455001461        454961459        454920646        454882911        454843244        454805052        454767948        454732751        454698481        454663923        454629759        454594813        454559709        454526781        454493180        454458845        454425778        454393406        454360603   
455050096     455001479        454961467        454920653        454882929        454843038        454805060        454767955        454732769        454698507        454663931        454629767        454594821        454559501        454526799        454493198        454458852        454425794        454393190        454360611   
455050112     455001487        454961475        454920661        454882937        454843046        454805078        454767971        454732777        454698523        454663949        454629551        454594839        454559519        454526807        454492984        454458860        454425810        454393208        454360629   
455050138     455001495        454961483        454920687        454882739        454843061        454805094        454767989        454732785        454698317        454663956        454629569        454594847        454559527        454526815        454492992        454458878        454425828        454393224        454360405   
455050153     455001503        454961491        454920471        454882762        454843079        454805136        454767997        454732579        454698325        454663972        454629577        454594649        454559535        454526823        454493016        454458894        454425836        454393232        454360413   
455050161     455001511        454961509        454920489        454882770        454843087        454805144        454768003        454732587        454698333        454663980        454629585        454594664        454559543        454526831        454493024        454458902        454425844        454393240        454360421   
455050179     455001529        454961517        454920497        454882788        454843095        454804931        454768011        454732595        454698341        454663774        454629593        454594672        454559550        454526849        454493040        454458910        454425851        454393257        454360439   
455049965     455001537        454961525        454920505        454882796        454843103        454804949        454768029        454732603        454698366        454663782        454629619        454594680        454559584        454526864        454493057        454458928        454425869        454393265        454360462   
455049973     455001552        454961533        454920513        454882804        454843111        454804956        454768037        454732611        454698374        454663824        454629627        454594698        454559600        454526872        454493065        454458712        454425877        454393273        454360470   
455049981     455001347        454961541        454920521        454882812        454843129        454804964        454767823        454732629        454698390        454663840        454629635        454594706        454559410        454526674        454493073        454458720        454425653        454393281        454360496   
455049999     455001354        454961558        454920539        454882820        454843137        454804980        454767831        454732637        454698408        454663857        454629643        454594722        454559436        454526682        454493081        454458738        454425661        454393075        454360306   
455050013     455001362        454961368        454920547        454882606        454842931        454804998        454767849        454732652        454698416        454663865        454629650        454594730        454559444        454526690        454492877        454458795        454425679        454393091        454360314   
455050047     455001396        454961384        454920554        454882614        454842949        454805003        454767864        454732660        454698200        454663873        454629445        454594748        454559451        454526708        454492885        454458803        454425687        454393109        454360322   
455050062     455001404        454961392        454920562        454882622        454842956        454805011        454767872        454732678        454698218        454663667        454629452        454594524        454559485        454526724        454492893        454458605        454425695        454393117        454360330   
455049890     455001412        454961400        454920372        454882648        454842964        454805037        454767898        454732470        454698226        454663683        454629460        454594540        454559287        454526740        454492919        454458613        454425703        454393125        454360348   
455049908     455001420        454961418        454920380        454882689        454842972        454804824        454767906        454732504        454698275        454663691        454629478        454594565        454559295        454526765        454492927        454458621        454425729        454393133        454360355   
455049916     455001446        454961434        454920398        454882713        454842998        454804832        454767914        454732520        454698291        454663709        454629486        454594573        454559311        454526567        454492943        454458654        454425737        454393141        454360363   
455049932     455001230        454961442        454920406        454882481        454843004        454804840        454767922        454732538        454698101        454663717        454629502        454594581        454559329        454526575        454492950        454458662        454425745        454393158        454360371   
455049940     455001248        454961236        454920422        454882499        454843012        454804865        454767724        454732546        454698119        454663741        454629510        454594607        454559352        454526591        454492968        454458688        454425752        454393166        454360389   
455049957     455001255        454961244        454920430        454882515        454843020        454804873        454767732        454732553        454698127        454663758        454629536        454594615        454559378        454526609        454492976        454458506        454425760        454393174        454360397   
455049759     455001263        454961251        454920448        454882523        454842824        454804881        454767740        454732561        454698135        454663766        454629544        454594623        454559386        454526617        454492752        454458514        454425547        454392960        454360165   
455049767     455001271        454961269        454920455        454882531        454842832        454804899        454767757        454732363        454698150        454663550        454629338        454594631        454559394        454526625        454492786        454458522        454425554        454392978        454360199   
455049783     455001305        454961277        454920463        454882549        454842840        454804907        454767765        454732371        454698168        454663568        454629346        454594417        454559162        454526633        454492802        454458548        454425562        454392986        454360207   
455049817     455001339        454961293        454920240        454882598        454842857        454804915        454767773        454732389        454698176        454663576        454629353        454594425        454559170        454526641        454492836        454458555        454425570        454392994        454360249   
455049825     455001123        454961301        454920257        454882374        454842865        454804717        454767781        454732397        454698184        454663584        454629379        454594433        454559188        454526658        454492844        454458563        454425588        454393000        454360256   
455049833     455001149        454961319        454920265        454882382        454842873        454804725        454767799        454732405        454698192        454663592        454629387        454594458        454559196        454526468        454492851        454458373        454425596        454393018        454360264   
455049635     455001156        454961327        454920273        454882390        454842899        454804733        454767807        454732413        454697996        454663600        454629395        454594466        454559220        454526476        454492869        454458381        454425612        454393034        454360272   
455049643     455001164        454961335        454920281        454882416        454842907        454804741        454767815        454732421        454698002        454663659        454629403        454594474        454559238        454526484        454492638        454458399        454425620        454393042        454360280   
455049676     455001172        454961137        454920299        454882432        454842915        454804758        454767609        454732439        454698010        454663444        454629429        454594482        454559246        454526492        454492646        454458407        454425638        454393059        454360033   
455049684     455001198        454961145        454920307        454882440        454842709        454804774        454767617        454732454        454698028        454663451        454629221        454594490        454559253        454526500        454492653        454458423        454425646        454393067        454360041   
455049692     455001206        454961152        454920323        454882457        454842717        454804782        454767633        454732249        454698036        454663477        454629247        454594508        454559261        454526518        454492687        454458449        454425422        454392853        454360058   
455049700     455001222        454961160        454920331        454882465        454842725        454804816        454767641        454732256        454698044        454663493        454629254        454594300        454559279        454526526        454492695        454458456        454425430        454392861        454360066   
455049551     455001024        454961178        454920141        454882473        454842733        454804600        454767658        454732264        454698051        454663501        454629262        454594326        454559055        454526542        454492703        454458472        454425448        454392879        454360074   
455049569     455001040        454961186        454920158        454882259        454842741        454804618        454767666        454732272        454698069        454663519        454629270        454594334        454559063        454526559        454492711        454458266        454425455        454392887        454360082   
455049593     455001057        454961202        454920174        454882267        454842774        454804626        454767682        454732280        454698077        454663527        454629296        454594359        454559071        454526351        454492729        454458282        454425463        454392895        454360108   
455049601     455001099        454961228        454920182        454882309        454842782        454804634        454767690        454732306        454698085        454663337        454629304        454594367        454559089        454526385        454492737        454458290        454425471        454392903        454360132   
455049619     455000893        454961012        454920190        454882325        454842790        454804642        454767708        454732322        454697889        454663345        454629312        454594375        454559097        454526393        454492745        454458316        454425539        454392929        454360140   
455049445     455000919        454961020        454920208        454882333        454842808        454804659        454767484        454732330        454697897        454663352        454629320        454594391        454559105        454526427        454492521        454458324        454425315        454392937        454360157   
455049486     455000927        454961038        454920232        454882358        454842592        454804667        454767500        454732132        454697905        454663360        454629114        454594409        454559113        454526435        454492539        454458332        454425356        454392945        454359910   
455049494     455000935        454961053        454920018        454882366        454842626        454804683        454767518        454732140        454697921        454663378        454629130        454594193        454559147        454526443        454492547        454458365        454425364        454392952        454359936   
455049304     455000943        454961079        454920042        454882150        454842634        454804691        454767526        454732157        454697947        454663386        454629155        454594201        454558941        454526252        454492554        454458167        454425372        454392739        454359944   
455049338     455000984        454961087        454920059        454882176        454842642        454804709        454767542        454732165        454697954        454663394        454629163        454594227        454558958        454526260        454492562        454458175        454425380        454392747        454359969   
455049387     455000992        454961095        454920067        454882226        454842659        454804493        454767559        454732173        454697962        454663402        454629171        454594235        454558966        454526278        454492570        454458183        454425398        454392762        454359977   
455049189     455001008        454961103        454920075        454882242        454842667        454804527        454767575        454732199        454697970        454663410        454629205        454594243        454558990        454526286        454492588        454458209        454425406        454392796        454359985   
455049213     455000786        454961111        454920083        454882036        454842675        454804535        454767583        454732207        454697988        454663428        454629213        454594250        454559006        454526302        454492596        454458225        454425414        454392804        454360009   
455049247     455000810        454960915        454920091        454882044        454842493        454804550        454767591        454732215        454697772        454663212        454629015        454594268        454559014        454526310        454492604        454458233        454425208        454392838        454360017   
455049254     455000828        454960923        454920109        454882077        454842501        454804568        454767377        454732223        454697780        454663238        454629023        454594276        454559030        454526146        454492620        454458241        454425216        454392622        454360025   
455049270     455000836        454960931        454920117        454882085        454842519        454804576        454767385        454732231        454697798        454663246        454629031        454594284        454559048        454526153        454492414        454458258        454425224        454392630        454359803   
455049288     455000844        454960964        454920125        454882101        454842527        454804584        454767401        454732025        454697806        454663253        454629049        454594292        454558834        454526161        454492422        454458068        454425232        454392648        454359811   
455049080     455000851        454960972        454919903        454882119        454842535        454804592        454767419        454732033        454697814        454663261        454629064        454594086        454558842        454526179        454492448        454458076        454425240        454392655        454359829   
455049098     455000869        454960980        454919911        454882135        454842543        454804386        454767427        454732041        454697822        454663279        454629072        454594094        454558867        454526203        454492455        454458084        454425257        454392663        454359837   
455049106     455000877        454960790        454919929        454881921        454842550        454804410        454767435        454732058        454697830        454663287        454629098        454594102        454558875        454526211        454492463        454458092        454425265        454392689        454359860   
455049130     455000687        454960808        454919937        454881939        454842568        454804428        454767468        454732066        454697848        454663295        454629106        454594110        454558883        454526229        454492471        454458100        454425273        454392697        454359886   
455049155     455000695        454960824        454919945        454881954        454842576        454804436        454767476        454732074        454697863        454663303        454628918        454594128        454558891        454526245        454492489        454458118        454425281        454392705        454359894   


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455049171     455000703        454960832        454919952        454881962        454842584        454804451        454767260        454732090        454697871        454663311        454628926        454594151        454558917        454526039        454492497        454458126        454425299        454392721        454359696   
455048967     455000711        454960840        454919978        454881970        454842386        454804469        454767278        454732108        454697665        454663105        454628934        454594177        454558925        454526047        454492505        454458134        454425307        454392515        454359704   
455048983     455000729        454960865        454919994        454881988        454842402        454804477        454767286        454732124        454697673        454663113        454628942        454594185        454558743        454526054        454492513        454458159        454425091        454392523        454359712   
455048991     455000745        454960873        454920000        454881996        454842410        454804485        454767294        454731910        454697681        454663139        454628959        454593989        454558750        454526062        454492307        454457946        454425109        454392531        454359720   
455049015     455000752        454960899        454919788        454882002        454842428        454804279        454767302        454731928        454697715        454663147        454628967        454594003        454558768        454526070        454492315        454457953        454425117        454392549        454359738   
455049023     455000570        454960683        454919820        454882028        454842436        454804287        454767344        454731944        454697731        454663162        454628991        454594011        454558800        454526088        454492323        454457979        454425125        454392564        454359746   
455049049     455000588        454960691        454919846        454881814        454842451        454804295        454767369        454731951        454697749        454663170        454628801        454594029        454558818        454526096        454492331        454457995        454425141        454392572        454359753   
455048850     455000596        454960725        454919853        454881822        454842477        454804303        454767161        454731969        454697756        454663196        454628819        454594037        454558826        454526104        454492356        454458001        454425158        454392580        454359761   
455048876     455000604        454960733        454919861        454881830        454842279        454804329        454767187        454731977        454697558        454663204        454628827        454594052        454558628        454526112        454492372        454458019        454425166        454392614        454359779   
455048884     455000612        454960758        454919887        454881848        454842287        454804337        454767195        454731985        454697566        454662990        454628835        454594060        454558636        454526120        454492380        454458027        454425174        454392390        454359787   
455048926     455000620        454960766        454919671        454881855        454842295        454804378        454767203        454732009        454697574        454663006        454628843        454594078        454558644        454526138        454492398        454458035        454425182        454392408        454359589   
455048934     455000638        454960774        454919689        454881863        454842303        454804170        454767211        454731829        454697590        454663014        454628850        454593872        454558651        454525924        454492190        454458043        454425190        454392416        454359597   
455048744     455000646        454960782        454919705        454881913        454842311        454804212        454767237        454731837        454697608        454663022        454628868        454593880        454558669        454525932        454492208        454458050        454424987        454392424        454359605   
455048751     455000653        454960592        454919713        454881707        454842345        454804220        454767245        454731845        454697616        454663030        454628876        454593898        454558677        454525940        454492216        454457839        454424995        454392432        454359613   
455048785     455000661        454960626        454919721        454881715        454842352        454804238        454767252        454731852        454697624        454663055        454628884        454593906        454558685        454525957        454492224        454457854        454425000        454392440        454359621   
455048793     455000471        454960634        454919739        454881723        454842360        454804246        454767054        454731860        454697632        454663063        454628892        454593914        454558693        454525973        454492257        454457862        454425018        454392457        454359639   
455048819     455000489        454960659        454919754        454881731        454842162        454804253        454767088        454731878        454697657        454663071        454628694        454593922        454558701        454525999        454492265        454457888        454425026        454392465        454359647   
455048843     455000497        454960675        454919762        454881749        454842170        454804261        454767096        454731886        454697442        454663089        454628702        454593930        454558719        454526005        454492273        454457896        454425034        454392481        454359670   
455048645     455000505        454960477        454919572        454881756        454842188        454804063        454767104        454731894        454697459        454663097        454628728        454593948        454558727        454526021        454492281        454457904        454425042        454392499        454359688   
455048652     455000513        454960485        454919580        454881780        454842196        454804071        454767138        454731902        454697467        454662891        454628736        454593955        454558511        454525825        454492299        454457912        454425059        454392291        454359472   
455048686     455000539        454960493        454919606        454881798        454842238        454804097        454767146        454731696        454697475        454662917        454628785        454593963        454558529        454525841        454492083        454457920        454425067        454392309        454359480   
455048728     455000547        454960519        454919622        454881806        454842246        454804105        454766932        454731712        454697483        454662925        454628579        454593971        454558537        454525858        454492091        454457938        454425075        454392317        454359498   
455048520     455000349        454960527        454919630        454881608        454842048        454804121        454766940        454731720        454697509        454662933        454628587        454593773        454558545        454525866        454492109        454457714        454425083        454392325        454359506   
455048546     455000356        454960352        454919655        454881624        454842055        454804139        454766957        454731738        454697517        454662966        454628595        454593781        454558578        454525874        454492125        454457722        454424870        454392333        454359514   
455048561     455000398        454960386        454919457        454881632        454842063        454804154        454766981        454731746        454697525        454662974        454628603        454593807        454558586        454525882        454492133        454457730        454424896        454392341        454359522   
455048579     455000406        454960394        454919465        454881665        454842071        454803933        454767005        454731753        454697533        454662982        454628611        454593815        454558610        454525890        454492158        454457748        454424904        454392366        454359530   
455048587     455000414        454960402        454919481        454881681        454842089        454803941        454767039        454731761        454697541        454662776        454628629        454593823        454558412        454525700        454491978        454457755        454424920        454392374        454359548   
455048595     455000422        454960436        454919499        454881699        454842097        454803974        454766825        454731779        454697335        454662784        454628645        454593831        454558438        454525718        454491986        454457771        454424938        454392382        454359555   
455048611     455000430        454960444        454919515        454881483        454842105        454803990        454766841        454731795        454697343        454662792        454628652        454593849        454558446        454525726        454491994        454457789        454424946        454392176        454359563   
455048421     455000448        454960451        454919523        454881491        454842121        454804006        454766858        454731571        454697350        454662800        454628660        454593856        454558453        454525734        454492018        454457805        454424961        454392184        454359571   
455048447     455000232        454960246        454919531        454881509        454842139        454804030        454766890        454731589        454697368        454662818        454628462        454593666        454558461        454525742        454492026        454457813        454424979        454392192        454359381   
455048454     455000240        454960253        454919549        454881533        454842147        454803826        454766908        454731605        454697376        454662826        454628470        454593674        454558487        454525759        454492034        454457607        454424763        454392200        454359399   
455048462     455000257        454960261        454919556        454881566        454841958        454803834        454766916        454731621        454697392        454662834        454628488        454593708        454558495        454525767        454492042        454457615        454424771        454392218        454359407   
455048470     455000265        454960303        454919333        454881582        454841966        454803859        454766924        454731639        454697400        454662842        454628504        454593716        454558503        454525775        454492059        454457623        454424789        454392226        454359423   
455048488     455000273        454960311        454919341        454881376        454841974        454803883        454766734        454731654        454697418        454662875        454628512        454593732        454558271        454525791        454492067        454457631        454424797        454392234        454359431   
455048496     455000299        454960154        454919358        454881400        454841982        454803917        454766759        454731662        454697426        454662669        454628520        454593757        454558305        454525593        454491861        454457656        454424813        454392242        454359449   
455048504     455000307        454960170        454919374        454881426        454842030        454803719        454766767        454731670        454697228        454662677        454628538        454593765        454558321        454525601        454491879        454457672        454424821        454392259        454359456   
455048512     455000315        454960188        454919382        454881434        454841834        454803727        454766791        454731688        454697236        454662693        454628546        454593559        454558339        454525619        454491887        454457680        454424839        454392267        454359464   
455048314     455000323        454960048        454919416        454881475        454841842        454803743        454766809        454731472        454697244        454662701        454628553        454593567        454558347        454525627        454491895        454457698        454424847        454392275        454359258   
455048322     455000331        454960089        454919432        454881269        454841875        454803750        454766601        454731480        454697269        454662719        454628561        454593575        454558370        454525635        454491903        454457706        454424854        454392069        454359266   
455048330     455000125        454960097        454919226        454881285        454841891        454803784        454766619        454731498        454697277        454662727        454628363        454593583        454558388        454525643        454491911        454457508        454424862        454392077        454359274   
455048348     455000133        454960113        454919234        454881293        454841909        454803800        454766635        454731506        454697285        454662743        454628371        454593591        454558164        454525650        454491929        454457524        454424656        454392119        454359282   
455048363     455000141        454960121        454919242        454881319        454841917        454803610        454766643        454731514        454697293        454662750        454628389        454593609        454558172        454525668        454491952        454457532        454424672        454392127        454359290   
455048371     455000158        454960139        454919259        454881335        454841925        454803628        454766668        454731522        454697301        454662552        454628397        454593617        454558180        454525676        454491762        454457540        454424680        454392135        454359308   
455048397     455000174        454959925        454919275        454881343        454841727        454803644        454766684        454731530        454697319        454662560        454628405        454593633        454558214        454525684        454491788        454457557        454424714        454392150        454359316   
455048199     455000208        454959941        454919283        454881152        454841735        454803651        454766692        454731555        454697327        454662578        454628413        454593658        454558230        454525692        454491796        454457573        454424722        454392168        454359324   
455048223     455000224        454959974        454919291        454881160        454841800        454803669        454766700        454731563        454697111        454662586        454628421        454593443        454558255        454525486        454491804        454457581        454424730        454391947        454359332   
455048231     455000018        454959982        454919309        454881228        454841818        454803503        454766486        454731332        454697137        454662594        454628447        454593450        454558263        454525494        454491812        454457599        454424748        454391962        454359340   
455048249     455000026        454959990        454919317        454881236        454841602        454803511        454766494        454731340        454697145        454662610        454628454        454593468        454558057        454525502        454491838        454457391        454424755        454391988        454359357   
455048272     455000034        454960006        454919325        454881244        454841628        454803537        454766502        454731365        454697152        454662628        454628249        454593484        454558073        454525510        454491846        454457417        454424557        454392010        454359142   
455048298     455000059        454960014        454919119        454881046        454841636        454803552        454766510        454731373        454697160        454662636        454628256        454593492        454558081        454525528        454491853        454457425        454424565        454392028        454359159   
455048090     455000091        454959834        454919127        454881053        454841644        454803578        454766528        454731399        454697178        454662644        454628264        454593518        454558107        454525536        454491655        454457433        454424573        454392044        454359167   
455048132     454999905        454959842        454919143        454881079        454841651        454803586        454766536        454731415        454697186        454662651        454628272        454593526        454558123        454525544        454491663        454457441        454424581        454391848        454359175   
455048140     454999913        454959867        454919150        454881087        454841669        454803594        454766577        454731423        454697194        454662453        454628280        454593534        454558131        454525551        454491671        454457458        454424599        454391855        454359183   
455048165     454999921        454959891        454919168        454881095        454841677        454803602        454766593        454731431        454697202        454662479        454628298        454593542        454558149        454525569        454491689        454457466        454424607        454391863        454359191   
455048181     454999947        454959909        454919176        454881103        454841701        454803396        454766395        454731449        454697210        454662487        454628314        454593336        454557943        454525577        454491705        454457474        454424615        454391871        454359225   
455048025     454999962        454959701        454919184        454881111        454841529        454803446        454766403        454731225        454697004        454662503        454628322        454593344        454557950        454525585        454491721        454457482        454424623        454391889        454359233   
455048033     454999970        454959727        454919192        454881129        454841537        454803461        454766411        454731233        454697053        454662511        454628330        454593351        454557968        454525387        454491739        454457490        454424631        454391897        454359241   
455048041     454999988        454959735        454919200        454880956        454841545        454803487        454766429        454731241        454697079        454662529        454628348        454593369        454557984        454525395        454491747        454457292        454424649        454391905        454359035   
455048066     454999996        454959750        454919218        454880964        454841586        454803495        454766437        454731266        454697087        454662347        454628132        454593377        454557992        454525429        454491549        454457300        454424425        454391913        454359043   
455047860     455000000        454959776        454919010        454880972        454841370        454803297        454766445        454731274        454697095        454662354        454628140        454593393        454558008        454525437        454491556        454457318        454424433        454391921        454359050   
455047878     454999798        454959784        454919028        454880998        454841388        454803305        454766262        454731308        454697103        454662362        454628157        454593401        454558024        454525445        454491564        454457326        454424441        454391723        454359076   
455047902     454999822        454959800        454919051        454881012        454841404        454803321        454766270        454731316        454696899        454662370        454628165        454593419        454558032        454525460        454491572        454457334        454424466        454391749        454359084   
455047928     454999830        454959610        454919069        454881038        454841412        454803354        454766288        454731324        454696907        454662388        454628181        454593427        454558040        454525288        454491580        454457342        454424474        454391756        454359092   
455047944     454999863        454959628        454919077        454880816        454841420        454803362        454766296        454731118        454696915        454662396        454628207        454593229        450384482        454525304        454491598        454457359        454424482        454391772        454359100   
455047969     454999871        454959636        454919093        454880824        454841453        454803370        454766304        454731126        454696956        454662404        454628215        454593245        447796905        454525312        454491606        454457375        454424490        454391780        454359118   
455047753     454999699        454959644        454919101        454880832        454841461        454803388        454766320        454731134        454696964        454662412        454628231        454593252        443396957        454525320        454491622        454457383        454424508        454391798        454359134   
455047761     454999731        454959651        454918897        454880857        454841263        454803172        454766338        454731142        454696972        454662420        454628025        454593260        443396312        454525338        454491630        454457185        454424516        454391806        454358920   
455047811     454999749        454959669        454918905        454880865        454841289        454803180        454766353        454731159        454696980        454662438        454628033        454593286        443395785        454525346        454491648        454457193        454424524        454391814        454358938   
455047837     454999756        454959677        454918913        454880873        454841305        454803198        454766361        454731167        454696998        454662446        454628041        454593294        443395033        454525379        454491457        454457219        454424318        454391822        454358946   
455047852     454999582        454959685        454918939        454880881        454841313        454803206        454766155        454731175        454696782        454662230        454628058        454593302        443394184        454525171        454491465        454457227        454424326        454391616        454358953   
455047662     454999624        454959693        454918947        454880907        454841321        454803222        454766163        454731183        454696790        454662255        454628066        454593328        443393160        454525189        454491473        454457235        454424334        454391632        454358961   
455047670     454999632        454959487        454918970        454880915        454841354        454803230        454766189        454731209        454696808        454662271        454628074        454593138        443393277        454525197        454491481        454457243        454424342        454391640        454358979   


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455047704     454999657        454959495        454918988        454880923        454841362        454803248        454766205        454731217        454696824        454662289        454628082        454593146        443392337        454525205        454491499        454457250        454424359        454391657        454358987   
455047738     454999665        454959503        454918996        454880709        454841164        454803255        454766239        454731001        454696832        454662297        454628090        454593153        443392485        454525213        454491507        454457268        454424367        454391665        454358995   
455047522     454999673        454959511        454918814        454880717        454841172        454803263        454766031        454731027        454696840        454662305        454628108        454593161        443391933        454525221        454491531        454457276        454424375        454391673        454359001   
455047555     454999467        454959529        454918822        454880725        454841180        454803271        454766049        454731035        454696857        454662313        454628116        454593179        443390547        454525239        454491333        454457284        454424383        454391681        454359019   
455047571     454999483        454959545        454918848        454880733        454841198        454803073        454766064        454731043        454696873        454662321        454628124        454593195        443390851        454525247        454491341        454457086        454424391        454391707        454359027   
455047613     454999491        454959560        454918855        454880741        454841206        454803107        454766080        454731092        454696881        454662339        454627910        454593203        443389937        454525254        454491358        454457102        454424409        454391715        454358813   
455047639     454999517        454959586        454918871        454880766        454841214        454803115        454766098        454730896        454696683        454662123        454627951        454593211        443389085        454525262        454491366        454457110        454424417        454391509        454358839   
455047423     454999525        454959370        454918681        454880774        454841222        454803123        454766106        454730904        454696691        454662149        454627969        454593005        443388665        454525056        454491382        454457128        454424201        454391517        454358854   
455047431     454999541        454959388        454918707        454880808        454841255        454803131        454766114        454730912        454696709        454662156        454627977        454593013        443388715        454525064        454491390        454457136        454424219        454391525        454358862   
455047456     454999558        454959404        454918731        454880600        454841040        454803156        454766122        454730920        454696717        454662164        454627985        454593021        443387105        454525080        454491408        454457151        454424227        454391533        454358870   
455047464     454999343        454959412        454918749        454880642        454841057        454803164        454766130        454730938        454696725        454662172        454627993        454593054        443386230        454525098        454491416        454456971        454424235        454391541        454358904   
455047498     454999368        454959420        454918772        454880675        454841073        454802943        454766148        454730953        454696741        454662180        454628017        454593070        443386412        454525106        454491424        454456989        454424243        454391558        454358698   
455047308     454999376        454959438        454918566        454880691        454841099        454802968        454765918        454730987        454696758        454662198        454627811        454593088        443386560        454525114        454491242        454457003        454424250        454391566        454358706   
455047316     454999392        454959446        454918574        454880493        454841107        454802976        454765942        454730797        454696766        454662222        454627829        454593096        443384508        454524950        454491259        454457037        454424268        454391608        454358714   
455047365     454999418        454959453        454918582        454880501        454841115        454802992        454765967        454730821        454696774        454662008        454627837        454593104        443383690        454524976        454491267        454457045        454424276        454391392        454358722   
455047381     454999442        454959271        454918590        454880519        454841149        454803008        454765975        454730839        454696576        454662016        454627845        454592890        443381108        454524984        454491275        454457052        454424284        454391400        454358730   
455047399     454999459        454959289        454918608        454880527        454840927        454803016        454766007        454730847        454696584        454662024        454627852        454592908        443379128        454524992        454491291        454457060        454424292        454391418        454358755   
455047407     454999236        454959297        454918624        454880535        454840943        454803024        454766015        454730862        454696592        454662057        454627886        454592924        443375936        454525007        454491309        454457078        454424300        454391426        454358763   
455047217     454999244        454959313        454918632        454880543        454840950        454803040        454766023        454730870        454696600        454662065        454627894        454592965        443374723        454525015        454491317        454456872        454424102        454391434        454358797   
455047225     454999277        454959321        454918640        454880550        454840968        454802836        454765801        454730698        454696618        454662107        454627902        454592973        443373964        454525049        454491127        454456898        454424128        454391442        454358805   
455047233     454999285        454959339        454918665        454880568        454840984        454802851        454765835        454730706        454696634        454661893        454627696        454592981        443370788        454524844        454491135        454456906        454424136        454391459        454358581   
455047241     454999301        454959347        454918459        454880584        454840992        454802869        454765850        454730714        454696642        454661919        454627704        454592791        443370507        454524851        454491143        454456914        454424144        454391467        454358599   
455047258     454999335        454959362        454918467        454880378        454841008        454802877        454765868        454730722        454696659        454661927        454627720        454592809        443370077        454524869        454491150        454456922        454424177        454391475        454358607   
455047274     454999129        454959156        454918483        454880394        454841016        454802885        454765876        454730730        454696667        454661943        454627738        454592817        443368618        454524877        454491168        454456948        454424185        454391269        454358615   
455047282     454999137        454959164        454918517        454880402        454841032        454802893        454765884        454730755        454696675        454661950        454627746        454592841        443368584        454524885        454491176        454456955        454424193        454391277        454358623   
455047100     454999178        454959172        454918525        454880428        454840828        454802901        454765892        454730771        454696469        454661968        454627779        454592866        443367651        454524893        454491184        454456740        454423971        454391285        454358631   
455047183     454999186        454959198        454918533        454880436        454840844        454802919        454765900        454730789        454696477        454661976        454627787        454592874        443367131        454524901        454491192        454456757        454424003        454391293        454358649   
455046979     454999194        454959214        454918541        454880444        454840851        454802927        454765686        454730573        454696485        454661984        454627795        454592882        443366018        454524919        454491200        454456781        454424029        454391301        454358656   
455046995     454999202        454959222        454918558        454880451        454840869        454802935        454765694        454730599        454696493        454661992        454627803        454592668        443366208        454524927        454491218        454456799        454424045        454391319        454358664   
455047027     454999228        454959230        454918368        454880477        454840893        454802729        454765710        454730607        454696501        454661794        454627589        454592676        443366307        454524943        454491226        454456807        454424052        454391327        454358672   
455047050     454999012        454959255        454918418        454880261        454840919        454802737        454765728        454730615        454696519        454661802        454627597        454592692        443365747        454524737        454491010        454456815        454424060        454391335        454358474   
455047068     454999038        454959057        454918434        454880279        454840711        454802778        454765744        454730623        454696527        454661810        454627605        454592700        443365432        454524745        454491028        454456823        454424078        454391343        454358490   
455046862     454999046        454959065        454918442        454880287        454840729        454802786        454765751        454730649        454696535        454661828        454627613        454592718        443365549        454524752        454491036        454456831        454424086        454391376        454358508   
455046870     454999079        454959073        454918236        454880311        454840737        454802802        454765777        454730656        454696543        454661836        454627621        454592726        443365051        454524760        454491044        454456856        454423872        454391152        454358516   
455046912     454999087        454959081        454918244        454880329        454840745        454802810        454765785        454730664        454696550        454661844        454627639        454592742        443363577        454524778        454491051        454456633        454423880        454391160        454358524   
455046953     454999095        454959099        454918269        454880337        454840752        454802828        454765793        454730672        454696568        454661851        454627647        454592767        443363023        454524794        454491077        454456641        454423898        454391178        454358540   
455046821     454999103        454959107        454918277        454880170        454840760        454802612        454765579        454730458        454696352        454661885        454627662        454592551        443363288        454524802        454491085        454456658        454423906        454391202        454358565   
455046839     454999111        454959115        454918293        454880188        454840786        454802620        454765629        454730474        454696360        454661687        454627670        454592569        443362272        454524810        454491101        454456666        454423922        454391210        454358375   
455046854     454998907        454959123        454918301        454880220        454840802        454802638        454765645        454730482        454696378        454661695        454627688        454592593        443362413        454524828        454491119        454456682        454423930        454391228        454358391   
455046649     454998915        454959131        454918319        454880246        454840810        454802646        454765660        454730524        454696402        454661703        454627472        454592601        443361951        454524836        454490905        454456690        454423955        454391236        454358409   
455046664     454998923        454958935        454918327        454880253        454840604        454802653        454765678        454730532        454696410        454661711        454627480        454592627        443361068        454524620        454490913        454456708        454423963        454391244        454358417   
455046680     454998931        454958950        454918335        454880048        454840612        454802661        454765462        454730540        454696428        454661729        454627498        454592635        443360045        454524638        454490921        454456716        454423757        454391251        454358433   
455046706     454998949        454958976        454918129        454880063        454840620        454802679        454765470        454730565        454696436        454661737        454627506        454592643        443358684        454524646        454490939        454456526        454423765        454391046        454358458   
455046714     454998956        454958984        454918145        454880071        454840653        454802687        454765488        454730367        454696444        454661745        454627514        454592650        443358098        454524661        454490947        454456534        454423773        454391053        454358466   
455046722     454998972        454958992        454918152        454880089        454840661        454802695        454765496        454730391        454696451        454661752        454627530        454592445        443356159        454524695        454490970        454456542        454423781        454391079        454358250   
455046524     454998998        454959016        454918194        454880097        454840687        454802703        454765504        454730425        454696246        454661760        454627555        454592452        443355367        454524703        454490988        454456559        454423807        454391087        454358276   
455046573     454999004        454959024        454918202        454880105        454840695        454802711        454765512        454730441        454696253        454661778        454627563        454592478        443352224        454524711        454490996        454456567        454423823        454391095        454358284   
455046581     454998808        454958810        454918210        454880113        454840703        454802513        454765546        454730243        454696279        454661570        454627571        454592486        443351549        454524729        454491002        454456575        454423831        454391103        454358292   
455046599     454998816        454958828        454918228        454880121        454840489        454802521        454765363        454730250        454696287        454661588        454627365        454592494        443350921        454524513        454490806        454456583        454423849        454391111        454358300   
455046607     454998832        454958851        454918004        454880139        454840497        454802539        454765371        454730268        454696295        454661596        454627373        454592502        443350673        454524521        454490814        454456591        454423641        454391129        454358318   
455046417     454998857        454958869        454918020        454880147        454840505        454802547        454765389        454730276        454696303        454661604        454627381        454592510        443350723        454524539        454490822        454456609        454423666        454391137        454358326   
455046425     454998873        454958877        454918053        454880014        454840513        454802554        454765397        454730284        454696311        454661612        454627399        454592528        443349675        454524547        454490830        454456617        454423674        454391145        454358334   
455046466     454998881        454958885        454918061        454879859        454840521        454802570        454765405        454730292        454696329        454661620        454627407        454592544        443347414        454524554        454490848        454456625        454423690        454390931        454358342   
455046482     454998899        454958893        454918087        454879867        454840539        454802588        454765421        454730300        454696337        454661638        454627423        454592320        443347075        454524562        454490855        454456419        454423716        454390956        454358144   
455046490     454998691        454958737        454918095        454879891        454840547        454802596        454765439        454730326        454696345        454661646        454627431        454592338        443346424        454524570        454490863        454456427        454423724        454390964        454358151   
455046508     454998709        454958752        454918111        454879917        454840570        454802604        454765447        454730334        454696139        454661653        454627449        454592346        443345202        454524588        454490871        454456443        454423732        454390972        454358169   
455046516     454998717        454958760        454917907        454879925        454840588        454802380        454765249        454730342        454696147        454661661        454627456        454592353        443344882        454524596        454490889        454456450        454423740        454390998        454358185   
455046300     454998741        454958778        454917915        454879933        454840372        454802414        454765264        454730136        454696162        454661471        454627464        454592361        443345152        454524604        454490897        454456468        454423534        454391012        454358201   
455046326     454998766        454958786        454917923        454879735        454840380        454802430        454765272        454730144        454696170        454661489        454627266        454592387        443343983        454524612        454490699        454456476        454423559        454391020        454358219   
455046334     454998774        454958794        454917956        454879743        454840406        454802463        454765298        454730151        454696196        454661497        454627274        454592395        443343215        454524414        454490707        454456484        454423575        454391038        454358227   
455046367     454998782        454958802        454917964        454879750        454840414        454802497        454765314        454730169        454696204        454661505        454627282        454592403        443342373        454524422        454490715        454456492        454423591        454390824        454358235   
455046383     454998576        454958596        454917766        454879768        454840422        454802273        454765330        454730177        454696220        454661513        454627290        454592411        443340062        454524430        454490723        454456500        454423609        454390832        454358037   
455046409     454998584        454958612        454917782        454879776        454840430        454802281        454765348        454730185        454696238        454661539        454627308        454592429        443338975        454524448        454490731        454456518        454423617        454390840        454358060   
455046193     454998592        454958620        454917816        454879784        454840455        454802299        454765132        454730193        454696022        454661547        454627316        454592213        443338231        454524455        454490764        454456302        454423625        454390857        454358086   
455046227     454998600        454958638        454917824        454879800        454840265        454802307        454765140        454730201        454696030        454661554        454627332        454592239        443337837        454524463        454490772        454456310        454423419        454390865        454358102   
455046086     454998618        454958646        454917832        454879826        454840273        454802315        454765157        454730219        454696048        454661562        454627340        454592247        443336623        454524471        454490780        454456328        454423427        454390873        454358110   
455046102     454998626        454958653        454917881        454879610        454840299        454802331        454765173        454730227        454696055        454661372        454627357        454592254        443335013        454524489        454490798        454456336        454423450        454390881        454358128   
455046128     454998642        454958695        454917659        454879636        454840307        454802364        454765199        454730029        454696063        454661380        454627142        454592262        443334883        454524505        454490582        454456344        454423476        454390899        454358136   
455046169     454998659        454958489        454917667        454879644        454840315        454802158        454765207        454730037        454696071        454661398        454627167        454592270        443334198        454524307        454490590        454456351        454423484        454390907        454357922   
455046177     454998675        454958497        454917675        454879651        454840323        454802166        454765215        454730045        454696089        454661406        454627175        454592288        443334388        454524315        454490632        454456369        454423500        454390915        454357930   
455046185     454998477        454958513        454917683        454879669        454840331        454802174        454765231        454730052        454696097        454661422        454627183        454592296        443331715        454524323        454490640        454456377        454423518        454390725        454357948   
455045971     454998501        454958547        454917717        454879693        454840349        454802182        454765041        454730060        454696113        454661448        454627191        454592304        454557836        454524331        454490657        454456195        454423302        454390733        454357955   
455045989     454998519        454958554        454917725        454879701        454840356        454802190        454765066        454730078        454696121        454661455        454627217        454592312        454557851        454524356        454490665        454456203        454423310        454390741        454357963   


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455045997     454998543        454958372        454917741        454879511        454840364        454802208        454765082        454730086        454695917        454661463        454627233        454592106        454557885        454524364        454490673        454456211        454423336        454390758        454357971   
455046003     454998550        454958398        454917576        454879529        454840166        454802216        454765090        454730094        454695925        454661273        454627241        454592114        454557901        454524380        454490475        454456245        454423351        454390766        454357989   
455046029     454998568        454958406        454917584        454879537        454840174        454802224        454765108        454730110        454695933        454661315        454627027        454592122        454557919        454524398        454490491        454456252        454423369        454390774        454357997   
455046037     454998345        454958414        454917592        454879545        454840182        454802232        454765124        454730128        454695958        454661323        454627035        454592130        454557927        454524406        454490509        454456260        454423377        454390782        454358003   
455046045     454998360        454958422        454917600        454879578        454840216        454802240        454764911        454729914        454695966        454661331        454627050        454592155        454557935        454524208        454490517        454456286        454423385        454390790        454358011   
455046052     454998394        454958430        454917618        454879586        454840224        454802257        454764929        454729922        454695982        454661349        454627068        454592163        454557729        454524216        454490525        454456294        454423393        454390808        454357815   
455046078     454998410        454958448        454917626        454879594        454840232        454802042        454764960        454729930        454695990        454661356        454627076        454592171        454557745        454524224        454490533        454456088        454423401        454390816        454357823   
455045849     454998451        454958455        454917634        454879602        454840257        454802075        454764978        454729948        454696006        454661364        454627092        454592205        454557752        454524240        454490558        454456096        454423179        454390600        454357849   
455045880     454998238        454958463        454917642        454879396        454840042        454802125        454764994        454729955        454695800        454661182        454627100        454592015        454557760        454524257        454490566        454456104        454423187        454390618        454357856   
455045898     454998253        454958471        454917477        454879412        454840067        454802141        454765009        454729963        454695818        454661190        454627118        454592023        454557786        454524265        454490574        454456112        454423195        454390626        454357864   
455045906     454998261        454958265        454917485        454879453        454840083        454801937        454764812        454729971        454695826        454661216        454627126        454592049        454557794        454524273        454490376        454456120        454423203        454390634        454357906   
455045914     454998311        454958273        454917493        454879461        454840091        454801945        454764820        454729989        454695834        454661232        454626912        454592056        454557802        454524281        454490384        454456138        454423211        454390642        454357708   
455045922     454998329        454958349        454917501        454879487        454840117        454801952        454764838        454729997        454695842        454661265        454626946        454592064        454557810        454524083        454490400        454456146        454423229        454390659        454357732   
455045930     454998337        454958364        454917519        454879495        454840133        454801960        454764846        454730003        454695859        454661034        454626961        454592080        454557828        454524091        454490418        454456153        454423245        454390667        454357765   
455045724     454998147        454958141        454917527        454879297        454839937        454801986        454764853        454730011        454695867        454661067        454626979        454592098        454557604        454524109        454490426        454456161        454423260        454390675        454357773   
455045757     454998188        454958158        454917535        454879305        454839945        454802018        454764861        454729799        454695875        454661083        454626987        454591884        454557620        454524117        454490434        454456179        454423278        454390683        454357781   
455045765     454998204        454958182        454917329        454879313        454839952        454802026        454764879        454729807        454695891        454661091        454626995        454591900        454557638        454524125        454490459        454456187        454423054        454390691        454357799   
455045781     454998022        454958190        454917337        454879321        454839960        454802034        454764697        454729815        454695909        454661109        454627001        454591926        454557646        454524133        454490467        454455999        454423062        454390709        454357807   
455045807     454998030        454958208        454917352        454879339        454839978        454801820        454764713        454729823        454695693        454661117        454627019        454591942        454557653        454524141        454490269        454456013        454423088        454390493        454357591   
455045831     454998048        454958216        454917360        454879347        454839986        454801838        454764721        454729849        454695701        454661158        454626805        454591959        454557687        454524158        454490277        454456021        454423096        454390501        454357609   
455045617     454998105        454958224        454917378        454879362        454840018        454801846        454764739        454729864        454695719        454660937        454626813        454591967        454557695        454524166        454490285        454456039        454423104        454390519        454357617   
455045625     454998113        454958026        454917386        454879370        454840034        454801853        454764747        454729872        454695735        454660945        454626821        454591975        454557497        454524174        454490293        454456054        454423112        454390527        454357625   
455045633     454997941        454958042        454917394        454879388        454839838        454801861        454764754        454729880        454695743        454660952        454626839        454591983        454557505        454524182        454490301        454456062        454423120        454390543        454357633   
455045641     454997958        454958067        454917402        454879172        454839846        454801879        454764762        454729898        454695750        454660960        454626854        454591777        454557513        454523986        454490319        454456070        454423138        454390550        454357641   
455045690     454997966        454958083        454917204        454879198        454839861        454801903        454764770        454729906        454695768        454660994        454626862        454591793        454557521        454523994        454490335        454455866        454423153        454390568        454357658   
455045526     454997974        454958091        454917212        454879214        454839887        454801911        454764788        454729682        454695776        454661000        454626870        454591843        454557539        454524018        454490152        454455874        454422940        454390576        454357674   
455045567     454997982        454958117        454917220        454879222        454839895        454801929        454764796        454729690        454695784        454661018        454626888        454591868        454557547        454524026        454490186        454455882        454422957        454390584        454357690   
455045591     454997990        454957911        454917238        454879230        454839903        454801713        454764580        454729708        454695792        454660820        454626896        454591876        454557554        454524034        454490194        454455890        454422965        454390592        454357492   
455045393     454997818        454957929        454917246        454879248        454839911        454801721        454764606        454729724        454695578        454660838        454626904        454591710        454557562        454524042        454490210        454455908        454422973        454390378        454357500   
455045401     454997834        454957937        454917253        454879255        454839713        454801747        454764622        454729732        454695594        454660846        454626706        454591736        454557570        454524059        454490228        454455932        454422981        454390386        454357567   
455045419     454997842        454957945        454917295        454879263        454839721        454801796        454764630        454729740        454695602        454660853        454626714        454591744        454557380        454524067        454490236        454455957        454422999        454390402        454357575   
455045427     454997883        454957952        454917097        454879065        454839739        454801812        454764663        454729757        454695628        454660861        454626722        454591751        454557398        454523853        454490038        454455965        454423005        454390410        454357583   
455045443     454997891        454957960        454917105        454879073        454839747        454801606        454764671        454729765        454695636        454660879        454626730        454591769        454557406        454523861        454490046        454455759        454423013        454390428        454357377   
455045450     454997693        454958018        454917121        454879081        454839754        454801614        454764689        454729773        454695644        454660887        454626755        454591579        454557414        454523887        454490053        454455767        454423021        454390436        454357385   
455045468     454997701        454957812        454917139        454879107        454839762        454801630        454764473        454729781        454695651        454660895        454626763        454591587        454557430        454523895        454490061        454455775        454423039        454390444        454357435   
455045476     454997719        454957838        454917147        454879115        454839770        454801648        454764481        454729575        454695669        454660911        454626789        454591595        454557448        454523911        454490095        454455783        454422825        454390451        454357443   
455045484     454997735        454957853        454917154        454879131        454839788        454801655        454764499        454729583        454695677        454660929        454626797        454591611        454557455        454523929        454490103        454455791        454422841        454390469        454357450   
455045492     454997776        454957887        454917188        454879149        454839796        454801663        454764523        454729591        454695461        454660739        454626599        454591629        454557463        454523937        454490111        454455809        454422858        454390485        454357260   
455045286     454997784        454957903        454917196        454878950        454839804        454801671        454764531        454729609        454695479        454660747        454626607        454591637        454557471        454523952        454490129        454455817        454422866        454390261        454357294   
455045294     454997792        454957697        454916982        454878968        454839606        454801689        454764549        454729617        454695487        454660754        454626623        454591645        454557489        454523747        454490137        454455825        454422882        454390279        454357302   
455045310     454997586        454957713        454917006        454878976        454839614        454801697        454764556        454729625        454695495        454660762        454626631        454591652        454557281        454523770        454489923        454455841        454422890        454390287        454357328   
455045344     454997602        454957721        454917014        454878984        454839622        454801499        454764564        454729633        454695503        454660770        454626649        454591454        454557299        454523788        454489931        454455858        454422908        454390303        454357336   
455045187     454997610        454957747        454917022        454878992        454839630        454801515        454764366        454729641        454695511        454660788        454626656        454591462        454557307        454523796        454489949        454455643        454422916        454390311        454357344   
455045211     454997628        454957770        454917048        454879008        454839648        454801523        454764374        454729658        454695529        454660812        454626664        454591470        454557315        454523804        454489956        454455650        454422924        454390329        454357351   
455045229     454997651        454957788        454917055        454879040        454839655        454801572        454764382        454729666        454695537        454660606        454626482        454591496        454557323        454523812        454489972        454455668        454422718        454390337        454357369   
455045237     454997685        454957796        454917063        454878844        454839663        454801598        454764390        454729674        454695545        454660614        454626490        454591504        454557331        454523838        454489980        454455676        454422726        454390345        454357161   
455045252     454997479        454957580        454916875        454878885        454839671        454801408        454764416        454729468        454695552        454660622        454626508        454591512        454557349        454523846        454489998        454455684        454422734        454390352        454357187   
455045096     454997495        454957598        454916891        454878893        454839689        454801416        454764424        454729476        454695560        454660655        454626516        454591520        454557356        454523622        454490004        454455692        454422759        454390360        454357195   
455045120     454997503        454957606        454916925        454878901        454839697        454801424        454764432        454729484        454695354        454660663        454626524        454591538        454557372        454523630        454490012        454455700        454422767        454390154        454357211   
455045138     454997529        454957655        454916958        454878927        454839705        454801432        454764440        454729492        454695370        454660689        454626532        454591348        454557174        454523648        454489816        454455718        454422775        454390162        454357229   
455045153     454997537        454957663        454916974        454878935        454839499        454801440        454764457        454729500        454695388        454660713        454626540        454591355        454557190        454523663        454489832        454455734        454422783        454390170        454357047   
455045161     454997545        454957473        454916768        454878943        454839515        454801457        454764465        454729518        454695396        454660481        454626557        454591371        454557208        454523671        454489840        454455742        454422817        454390188        454357088   
455044990     454997560        454957507        454916784        454878752        454839531        454801473        454764259        454729534        454695404        454660499        454626565        454591389        454557216        454523689        454489857        454455536        454422619        454390196        454357104   
455045013     454997362        454957515        454916792        454878778        454839549        454801481        454764267        454729559        454695412        454660507        454626573        454591413        454557224        454523713        454489865        454455544        454422627        454390204        454357112   
455045021     454997370        454957549        454916834        454878802        454839556        454801309        454764291        454729567        454695420        454660515        454626581        454591421        454557232        454523721        454489873        454455551        454422635        454390212        454357120   
455045039     454997388        454957564        454916859        454878828        454839564        454801317        454764309        454729369        454695438        454660523        454626375        454591439        454557240        454523739        454489881        454455569        454422643        454390238        454357146   
455045054     454997420        454957374        454916867        454878836        454839572        454801325        454764317        454729377        454695248        454660556        454626383        454591447        454557257        454523515        454489899        454455577        454422650        454390246        454356932   
455044842     454997446        454957408        454916651        454878612        454839580        454801333        454764333        454729385        454695255        454660564        454626391        454591249        454557265        454523523        454489907        454455585        454422668        454390253        454356965   
455044859     454997461        454957416        454916669        454878620        454839382        454801358        454764341        454729393        454695263        454660572        454626417        454591256        454557273        454523549        454489709        454455593        454422676        454390063        454356999   
455044875     454997255        454957432        454916685        454878646        454839390        454801374        454764358        454729419        454695271        454660580        454626425        454591264        454557067        454523556        454489717        454455601        454422684        454390071        454357005   
455044883     454997271        454957259        454916693        454878679        454839416        454801168        454764143        454729427        454695289        454660598        454626433        454591280        454557075        454523564        454489725        454455627        454422692        454390097        454357039   
455044891     454997289        454957325        454916727        454878687        454839424        454801176        454764150        454729435        454695297        454660374        454626441        454591298        454557083        454523580        454489733        454455429        454422494        454390105        454356833   
455044909     454997297        454957341        454916735        454878703        454839432        454801184        454764168        454729443        454695313        454660390        454626458        454591322        454557091        454523606        454489758        454455452        454422528        454390121        454356841   
455044933     454997313        454957143        454916743        454878729        454839457        454801192        454764184        454729450        454695321        454660408        454626466        454591132        454557109        454523614        454489782        454455460        454422544        454390139        454356890   
455044735     454997339        454957150        454916552        454878513        454839473        454801218        454764192        454729260        454695339        454660424        454626268        454591140        454557117        454523408        454489790        454455478        454422569        454389933        454356924   
455044743     454997347        454957184        454916560        454878521        454839481        454801226        454764200        454729278        454695131        454660440        454626276        454591157        454557133        454523416        454489600        454455486        454422577        454389941        454356726   
455044750     454997354        454957192        454916578        454878539        454839267        454801242        454764218        454729286        454695156        454660473        454626284        454591165        454557141        454523424        454489618        454455312        454422593        454389958        454356742   
455044768     454997172        454957200        454916594        454878547        454839275        454801259        454764226        454729294        454695172        454660267        454626292        454591181        454557158        454523432        454489634        454455320        454422387        454389966        454356775   
455044776     454997206        454957218        454916602        454878554        454839325        454801044        454764234        454729302        454695180        454660283        454626300        454591215        454557166        454523440        454489659        454455338        454422395        454389974        454356791   
455044784     454997222        454957242        454916628        454878562        454839358        454801051        454764242        454729328        454695198        454660291        454626318        454591223        454556978        454523465        454489667        454455346        454422403        454389982        454356817   
455044792     454997248        454957036        454916644        454878570        454839374        454801069        454764044        454729336        454695214        454660317        454626326        454591231        454556986        454523481        454489675        454455353        454422411        454389990        454356627   
455044800     454997065        454957051        454916446        454878588        454839150        454801085        454764051        454729351        454695222        454660325        454626342        454591025        454556994        454523499        454489683        454455361        454422429        454390006        454356635   
455044818     454997073        454957069        454916479        454878596        454839168        454801119        454764069        454729146        454695230        454660333        454626359        454591033        454557000        454523507        454489501        454455379        454422437        454390014        454356643   


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455044826     454997099        454957127        454916487        454878406        454839184        454801127        454764077        454729153        454695024        454660358        454626136        454591041        454557018        454523309        454489519        454455411        454422445        454390022        454356650   
455044834     454997107        454957135        454916529        454878414        454839218        454801143        454764085        454729161        454695032        454660366        454626144        454591058        454557026        454523317        454489527        454455197        454422452        454390030        454356668   
455044636     454997115        454956921        454916537        454878422        454839226        454800939        454764093        454729195        454695040        454660150        454626169        454591066        454557034        454523325        454489535        454455205        454422460        454389826        454356676   
455044701     454997123        454956947        454916321        454878430        454839234        454800947        454764119        454729203        454695057        454660168        454626177        454591074        454557042        454523341        454489543        454455221        454422478        454389834        454356692   
455044727     454997131        454956962        454916339        454878448        454839242        454800962        454764127        454729211        454695065        454660176        454626185        454591082        454557059        454523358        454489576        454455239        454422486        454389842        454356700   
455044529     454996943        454956988        454916347        454878463        454839028        454801002        454764135        454729229        454695073        454660184        454626193        454591108        454556861        454523366        454489592        454455247        454422270        454389875        454356536   
455044537     454996968        454956996        454916354        454878471        454839036        454801010        454763921        454729237        454695081        454660192        454626219        454591116        454556887        454523374        454489378        454455254        454422288        454389891        454356379   
455044545     454996984        454957002        454916362        454878489        454839051        454801036        454763939        454729245        454695107        454660218        454626029        454591124        454556895        454523382        454489386        454455270        454422296        454389925        454356387   
455044560     454997008        454957028        454916370        454878497        454839085        454800822        454763947        454729252        454695115        454660226        454626037        454590910        454556903        454523390        454489394        454455288        454422304        454389719        454356429   
455044586     454997016        454956814        454916388        454878505        454839093        454800830        454763954        454729039        454694910        454660242        454626052        454590928        454556911        454523192        454489428        454455304        454422312        454389727        454356437   
455044602     454996810        454956822        454916396        454878299        454839101        454800855        454763962        454729054        454694928        454660259        454626060        454590944        454556929        454523200        454489436        454455098        454422320        454389735        454356445   
455044404     454996828        454956855        454916404        454878307        454839119        454800871        454763970        454729096        454694944        454660044        454626078        454590951        454556937        454523226        454489444        454455114        454422338        454389743        454356478   
455044412     454996836        454956871        454916420        454878315        454839127        454800889        454763988        454729104        454694951        454660051        454626086        454590969        454556945        454523242        454489477        454455122        454422346        454389750        454356486   
455044438     454996877        454956913        454916222        454878356        454838921        454800913        454763996        454729112        454694969        454660069        454626102        454590977        454556952        454523259        454489253        454455148        454422353        454389768        454356270   
455044461     454996885        454956707        454916230        454878364        454838939        454800921        454764002        454729120        454694977        454660077        454626128        454590993        454556747        454523267        454489261        454455163        454422361        454389776        454356288   
455044479     454996893        454956715        454916248        454878380        454838947        454800723        454764010        454729138        454694985        454660085        454625906        454591009        454556754        454523275        454489279        454455171        454422379        454389792        454356304   
455044487     454996901        454956756        454916263        454878398        454838954        454800749        454764028        454728924        454695008        454660093        454625922        454591017        454556762        454523283        454489287        454455189        454422163        454389800        454356353   
455044503     454996919        454956764        454916271        454878190        454838962        454800756        454763814        454728932        454695016        454660101        454625930        454590811        454556770        454523291        454489311        454454984        454422171        454389818        454356155   
455044305     454996695        454956608        454916289        454878208        454838988        454800772        454763830        454728940        454694803        454660143        454625955        454590829        454556796        454523085        454489329        454454992        454422189        454389602        454356171   
455044347     454996729        454956624        454916305        454878216        454838806        454800798        454763848        454728965        454694829        454659947        454625963        454590852        454556804        454523093        454489337        454455007        454422197        454389610        454356189   
455044370     454996745        454956632        454916313        454878224        454838814        454800806        454763855        454728973        454694837        454659954        454625971        454590860        454556812        454523101        454489345        454455015        454422213        454389628        454356221   
455044388     454996778        454956640        454916107        454878232        454838822        454800814        454763863        454728981        454694845        454659962        454625989        454590878        454556820        454523135        454489147        454455023        454422221        454389636        454356247   
455044396     454996802        454956657        454916115        454878240        454838830        454800608        454763889        454729005        454694852        454659970        454625997        454590886        454556846        454523143        454489154        454455049        454422239        454389644        454356049   
455044180     454996588        454956483        454916131        454878257        454838848        454800616        454763897        454729013        454694886        454659988        454626003        454590894        454556853        454523150        454489162        454455064        454422254        454389651        454356056   
455044206     454996596        454956509        454916164        454878265        454838855        454800624        454763905        454728825        454694894        454659996        454625823        454590696        454556622        454523168        454489170        454455072        454422262        454389677        454356064   
455044214     454996604        454956517        454916172        454878281        454838863        454800640        454763913        454728866        454694902        454660002        454625831        454590712        454556648        454523176        454489196        454454851        454422049        454389701        454356098   
455044222     454996620        454956525        454916198        454878083        454838871        454800657        454763707        454728874        454694704        454660010        454625849        454590720        454556663        454522970        454489204        454454869        454422056        454389495        454355926   
455044255     454996638        454956558        454916206        454878109        454838889        454800665        454763715        454728890        454694720        454660028        454625856        454590738        454556671        454522996        454489238        454454877        454422064        454389511        454355934   
455044073     454996646        454956566        454915992        454878133        454838897        454800673        454763723        454728908        454694738        454659830        454625872        454590761        454556689        454523002        454489246        454454901        454422072        454389529        454355983   
455044081     454996471        454956574        454916016        454878158        454838905        454800681        454763731        454728916        454694746        454659848        454625880        454590779        454556697        454523010        454489048        454454927        454422098        454389537        454356007   
455044099     454996505        454956376        454916024        454878166        454838707        454800699        454763756        454728718        454694753        454659855        454625898        454590787        454556713        454523028        454489055        454454935        454422106        454389545        454356015   
455044115     454996513        454956426        454916032        454877960        454838715        454800517        454763764        454728734        454694761        454659863        454625674        454590795        454556721        454523036        454489063        454454950        454422114        454389560        454355785   
455044123     454996539        454956442        454916040        454877986        454838749        454800525        454763772        454728742        454694779        454659871        454625690        454590589        454556739        454523044        454489071        454454752        454422122        454389578        454355793   
455044131     454996562        454956467        454916057        454878000        454838756        454800533        454763780        454728775        454694787        454659889        454625708        454590621        454556523        454523051        454489089        454454760        454422148        454389586        454355819   
455044149     454996372        454956475        454916073        454878059        454838764        454800541        454763798        454728783        454694795        454659905        454625716        454590639        454556531        454523069        454489105        454454778        454421934        454389388        454355827   
455044156     454996380        454956277        454916081        454878067        454838780        454800566        454763806        454728791        454694605        454659921        454625732        454590647        454556549        454522897        454489121        454454794        454421942        454389396        454355660   
455043968     454996398        454956301        454916099        454877846        454838798        454800590        454763608        454728817        454694621        454659939        454625757        454590670        454556556        454522905        454489139        454454802        454421975        454389404        454355686   
455043976     454996406        454956319        454915885        454877879        454838582        454800384        454763632        454728585        454694639        454659723        454625765        454590688        454556564        454522913        454488925        454454828        454421983        454389412        454355694   
455044024     454996422        454956327        454915943        454877895        454838590        454800392        454763657        454728593        454694647        454659731        454625781        454590456        454556572        454522921        454488933        454454836        454421991        454389438        454355728   
455044032     454996463        454956343        454915950        454877903        454838616        454800400        454763665        454728601        454694654        454659764        454625567        454590472        454556580        454522947        454488941        454454844        454422007        454389446        454355736   
455044057     454996257        454956350        454915968        454877929        454838624        454800418        454763673        454728619        454694662        454659772        454625575        454590480        454556598        454522962        454488958        454454646        454422015        454389453        454355744   
455043851     454996265        454956152        454915976        454877945        454838632        454800459        454763681        454728627        454694688        454659780        454625583        454590506        454556606        454522756        454488974        454454653        454422023        454389479        454355561   
455043893     454996281        454956160        454915828        454877739        454838640        454800467        454763699        454728643        454694696        454659806        454625591        454590522        454556614        454522764        454488982        454454661        454422031        454389487        454355587   
455043919     454996299        454956186        454915836        454877747        454838673        454800475        454763483        454728650        454694506        454659814        454625609        454590530        454556408        454522772        454488990        454454679        454421827        454389263        454355595   
455043927     454996307        454956236        454915844        454877754        454838467        454800483        454763509        454728692        454694548        454659616        454625617        454590548        454556424        454522780        454489006        454454687        454421835        454389289        454355637   
455043950     454996315        454956244        454915877        454877762        454838483        454800277        454763517        454728460        454694555        454659632        454625625        454590555        454556432        454522798        454489014        454454695        454421843        454389305        454355447   
455043760     454996331        454956046        454915661        454877788        454838491        454800293        454763525        454728486        454694571        454659640        454625633        454590563        454556440        454522806        454489022        454454703        454421868        454389313        454355462   
455043778     454996349        454956061        454915679        454877796        454838509        454800319        454763533        454728494        454694597        454659657        454625641        454590332        454556465        454522814        454488826        454454729        454421884        454389347        454355520   
455043810     454996141        454956087        454915687        454877804        454838541        454800343        454763558        454728502        454694423        454659665        454625658        454590357        454556481        454522848        454488842        454454737        454421892        454389354        454355546   
455043836     454996166        454956103        454915729        454877812        454838558        454800350        454763566        454728528        454694456        454659681        454625666        454590365        454556499        454522640        454488859        454454745        454421900        454389362        454355322   
455043844     454996174        454956137        454915737        454877838        454838566        454800368        454763574        454728536        454694464        454659699        454625468        454590373        454556507        454522657        454488867        454454547        454421918        454389370        454355330   
455043646     454996190        454955931        454915745        454877648        454838574        454800152        454763582        454728551        454694480        454659707        454625476        454590381        454556291        454522665        454488875        454454554        454421926        454389149        454355363   
455043653     454996208        454955956        454915760        454877655        454838343        454800160        454763384        454728577        454694498        454659715        454625492        454590407        454556309        454522673        454488883        454454562        454421710        454389156        454355413   
455043661     454996224        454955980        454915554        454877663        454838350        454800186        454763392        454728353        454694282        454659517        454625500        454590415        454556317        454522681        454488891        454454570        454421728        454389172        454355215   
455043695     454996034        454955998        454915562        454877671        454838368        454800202        454763418        454728379        454694290        454659525        454625518        454590431        454556325        454522699        454488917        454454596        454421736        454389180        454355256   
455043703     454996075        454956020        454915570        454877689        454838376        454800228        454763426        454728395        454694308        454659533        454625526        454590449        454556358        454522707        454488701        454454604        454421744        454389198        454355272   
455043711     454996083        454955808        454915588        454877697        454838400        454800244        454763442        454728411        454694324        454659558        454625534        454590233        454556374        454522723        454488719        454454612        454421751        454389206        454355280   
455043737     454996109        454955816        454915596        454877705        454838418        454800251        454763467        454728429        454694340        454659566        454625542        454590241        454556382        454522731        454488727        454454638        454421769        454389214        454355298   
455043521     454996117        454955857        454915612        454877713        454838434        454800046        454763475        454728437        454694357        454659582        454625559        454590258        454556184        454522749        454488735        454454414        454421777        454389222        454355116   
455043539     454996125        454955873        454915620        454877721        454838459        454800053        454763277        454728445        454694365        454659590        454625351        454590266        454556200        454522533        454488743        454454422        454421785        454389230        454355140   
455043547     454996133        454955907        454915638        454877523        454838236        454800061        454763301        454728239        454694373        454659608        454625369        454590274        454556218        454522558        454488750        454454430        454421793        454389248        454355181   
455043554     454995929        454955733        454915646        454877531        454838244        454800079        454763327        454728247        454694381        454659392        454625377        454590282        454556226        454522566        454488768        454454455        454421801        454389032        454354994   
455043562     454995937        454955741        454915653        454877564        454838251        454800087        454763343        454728262        454694175        454659400        454625385        454590290        454556259        454522582        454488776        454454471        454421819        454389040        454355041   
455043588     454995986        454955758        454915448        454877598        454838269        454800095        454763160        454728320        454694191        454659418        454625393        454590308        454556267        454522590        454488800        454454489        454421595        454389057        454355058   
455043612     454995994        454955790        454915455        454877606        454838277        454800103        454763178        454728338        454694217        454659426        454625401        454590316        454556275        454522608        454488594        454454513        454421603        454389065        454355066   
455043620     454996000        454955576        454915471        454877614        454838285        454800111        454763186        454728346        454694225        454659442        454625419        454590324        454556283        454522426        454488602        454454521        454421611        454389073        454355074   
455043406     454996026        454955584        454915489        454877408        454838319        454800129        454763202        454728122        454694233        454659459        454625427        454590118        454556077        454522434        454488628        454454323        454421637        454389081        454354895   
455043414     454995812        454955592        454915497        454877416        454838327        454800137        454763210        454728148        454694241        454659467        454625435        454590134        454556085        454522442        454488636        454454364        454421645        454389107        454354911   
455043430     454995820        454955626        454915505        454877424        454838335        454799933        454763236        454728155        454694258        454659475        454625443        454590142        454556093        454522459        454488644        454454380        454421652        454389115        454354754   
455043463     454995838        454955634        454915513        454877440        454838111        454799958        454763244        454728163        454694266        454659483        454625237        454590159        454556101        454522467        454488651        454454398        454421660        454389123        454354762   
455043471     454995861        454955667        454915521        454877457        454838137        454799966        454763251        454728197        454694274        454659491        454625252        454590167        454556119        454522491        454488669        454454406        454421678        454389131        454354788   
455043489     454995895        454955675        454915539        454877465        454838145        454799974        454763269        454728205        454694084        454659285        454625260        454590175        454556127        454522509        454488677        454454208        454421686        454388919        454354796   
455043497     454995903        454955477        454915547        454877507        454838152        454799982        454763061        454728221        454694100        454659293        454625278        454590183        454556143        454522517        454488685        454454216        454421694        454388927        454354838   


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455043505     454995713        454955485        454915331        454877291        454838160        454799990        454763079        454728015        454694118        454659301        454625286        454590191        454556168        454522525        454488693        454454224        454421488        454388935        454354648   
455043513     454995721        454955493        454915349        454877309        454838178        454800004        454763103        454728023        454694126        454659319        454625294        454590209        454556176        454522319        454488487        454454232        454421496        454388943        454354655   
455043299     454995739        454955527        454915356        454877325        454838186        454800012        454763111        454728049        454694134        454659327        454625302        454590217        454555962        454522335        454488495        454454240        454421504        454388950        454354671   
455043331     454995754        454955535        454915364        454877333        454838194        454800038        454763129        454728056        454694159        454659350        454625310        454590001        454555970        454522343        454488503        454454257        454421520        454388968        454354721   
455043349     454995770        454955543        454915372        454877366        454838202        454799818        454763145        454728064        454694167        454659368        454625328        454590019        454555988        454522350        454488511        454454265        454421546        454388976        454354747   
455043356     454995788        454955568        454915380        454877374        454838228        454799826        454763152        454728080        454693979        454659376        454625336        454590027        454556002        454522368        454488529        454454273        454421553        454389008        454354531   
455043372     454995796        454955352        454915406        454877390        454838004        454799834        454762949        454728114        454693987        454659186        454625120        454590035        454556010        454522376        454488537        454454281        454421561        454389016        454354572   
455043380     454995804        454955386        454915414        454877184        454838020        454799842        454762956        454727934        454693995        454659194        454625138        454590043        454556028        454522384        454488545        454454075        454421579        454388802        454354580   
455043398     454995580        454955394        454915422        454877234        454838038        454799859        454762964        454727942        454694001        454659210        454625146        454590050        454556036        454522392        454488552        454454109        454421371        454388810        454354408   
455043208     454995598        454955402        454915430        454877242        454838061        454799867        454762972        454727959        454694019        454659228        454625187        454590068        454556044        454522418        454488560        454454117        454421389        454388836        454354432   
455043224     454995614        454955428        454915224        454877259        454838079        454799883        454762980        454727967        454694027        454659236        454625195        454590076        454556051        454522202        454488586        454454125        454421397        454388851        454354465   
455043232     454995630        454955436        454915240        454877267        454838103        454799891        454762998        454727975        454694035        454659244        454625203        454590084        454555848        454522210        454488370        454454133        454421405        454388869        454354481   
455043240     454995648        454955444        454915257        454877275        454837899        454799909        454763004        454727983        454694050        454659251        454625211        454590092        454555855        454522228        454488388        454454141        454421413        454388877        454354507   
455043257     454995671        454955451        454915265        454877283        454837907        454799917        454763020        454727991        454693854        454659269        454625229        454589896        454555863        454522236        454488396        454454158        454421447        454388885        454354291   
455043265     454995689        454955253        454915273        454877085        454837915        454799701        454763046        454728007        454693870        454659277        454625039        454589904        454555871        454522244        454488404        454454174        454421454        454388893        454354374   
455043273     454995697        454955279        454915281        454877093        454837931        454799743        454762832        454727793        454693888        454659061        454625054        454589920        454555889        454522251        454488412        454454182        454421470        454388695        454354390   
455043281     454995481        454955287        454915299        454877101        454837964        454799750        454762857        454727801        454693896        454659079        454625062        454589938        454555905        454522269        454488420        454453952        454421249        454388703        454354176   
455043075     454995499        454955303        454915307        454877119        454837980        454799768        454762865        454727819        454693946        454659095        454625070        454589946        454555913        454522277        454488438        454453960        454421272        454388711        454354226   
455043091     454995507        454955311        454915315        454877127        454837998        454799776        454762873        454727835        454693730        454659103        454625088        454589961        454555921        454522285        454488446        454453978        454421280        454388729        454354234   
455043141     454995515        454955329        454915117        454877135        454837774        454799784        454762881        454727850        454693748        454659111        454625096        454589979        454555939        454522301        454488453        454453986        454421298        454388737        454354242   
455043166     454995531        454955337        454915125        454877168        454837808        454799800        454762899        454727868        454693755        454659129        454625104        454589987        454555947        454522111        454488461        454453994        454421306        454388752        454354259   
455043174     454995549        454955345        454915158        454877176        454837824        454799594        454762915        454727876        454693771        454659137        454625112        454589995        454555954        454522137        454488479        454454000        454421314        454388760        454354093   
455042960     454995556        454955147        454915166        454876996        454837840        454799610        454762923        454727884        454693789        454659152        454624909        454589789        454555731        454522145        454488271        454454018        454421322        454388778        454354101   
455042978     454995572        454955154        454915174        454877002        454837857        454799644        454762725        454727686        454693797        454659160        454624925        454589797        454555749        454522152        454488289        454454026        454421355        454388786        454354119   
455042986     454995366        454955196        454915182        454877010        454837865        454799651        454762733        454727694        454693821        454659178        454624941        454589805        454555756        454522160        454488297        454454034        454421132        454388794        454354135   
455043000     454995374        454955204        454915190        454877028        454837667        454799669        454762741        454727702        454693839        454658956        454624958        454589813        454555764        454522178        454488305        454454059        454421140        454388596        454353970   
455043026     454995382        454955220        454915208        454877051        454837675        454799677        454762758        454727728        454693847        454658980        454624966        454589821        454555772        454522186        454488313        454453853        454421157        454388604        454353988   
455043034     454995408        454955048        454915216        454876848        454837683        454799685        454762766        454727751        454693631        454658998        454624974        454589839        454555780        454522194        454488339        454453895        454421165        454388612        454354051   
455043042     454995416        454955063        454915000        454876855        454837717        454799693        454762782        454727769        454693656        454659004        454624982        454589847        454555798        454521972        454488362        454453903        454421173        454388620        454353871   
455043059     454995440        454955071        454915026        454876863        454837733        454799495        454762790        454727777        454693664        454659012        454624990        454589862        454555806        454521980        454488149        454453911        454421199        454388638        454353905   
455042879     454995457        454955089        454915034        454876871        454837741        454799511        454762816        454727785        454693672        454659020        454625005        454589672        454555814        454522004        454488156        454453929        454421207        454388646        454353939   
455042903     454995465        454955105        454915059        454876913        454837758        454799545        454762618        454727561        454693680        454659038        454624792        454589680        454555822        454522012        454488198        454453945        454421215        454388679        454353947   
455042911     454995259        454955121        454915083        454876921        454837568        454799578        454762626        454727579        454693706        454659046        454624800        454589698        454555830        454522020        454488206        454453739        454421223        454388471        454353731   
455042929     454995267        454954918        454915091        454876939        454837576        454799586        454762634        454727587        454693714        454659053        454624818        454589706        454555624        454522038        454488214        454453747        454421231        454388489        454353749   
455042937     454995275        454954926        454914896        454876731        454837592        454799420        454762642        454727595        454693722        454658840        454624826        454589722        454555632        454522046        454488222        454453754        454421025        454388497        454353798   
455042754     454995283        454954942        454914904        454876772        454837600        454799438        454762659        454727603        454693532        454658857        454624859        454589763        454555640        454522061        454488032        454453770        454421033        454388505        454353806   
455042762     454995291        454954959        454914912        454876780        454837618        454799453        454762675        454727611        454693540        454658865        454624867        454589565        454555657        454522087        454488040        454453796        454421058        454388521        454353814   
455042796     454995309        454954967        454914920        454876806        454837626        454799461        454762683        454727645        454693557        454658873        454624875        454589573        454555673        454521865        454488057        454453812        454421082        454388539        454353822   
455042804     454995317        454954983        454914938        454876814        454837634        454799255        454762691        454727652        454693565        454658899        454624883        454589581        454555699        454521873        454488081        454453820        454421108        454388547        454353830   
455042812     454995333        454955014        454914953        454876822        454837659        454799263        454762709        454727660        454693573        454658907        454624891        454589599        454555707        454521881        454488099        454453838        454421116        454388562        454353632   
455042648     454995143        454954801        454914979        454876830        454837436        454799271        454762717        454727678        454693599        454658915        454624685        454589607        454555715        454521907        454488107        454453622        454420910        454388364        454353665   
455042663     454995176        454954819        454914987        454876632        454837469        454799297        454762501        454727454        454693607        454658923        454624693        454589615        454555723        454521915        454488115        454453655        454420928        454388372        454353707   
455042671     454995192        454954827        454914995        454876640        454837485        454799305        454762527        454727462        454693615        454658931        454624727        454589631        454555517        454521923        454488123        454453671        454420936        454388398        454353558   
455042705     454995226        454954835        454914797        454876665        454837519        454799313        454762535        454727470        454693417        454658949        454624735        454589656        454555525        454521949        454488131        454453689        454420944        454388406        454353566   
455042515     454995234        454954850        454914805        454876673        454837535        454799339        454762543        454727488        454693425        454658733        454624743        454589458        454555533        454521956        454487919        454453697        454420951        454388414        454353574   
455042523     454995036        454954884        454914813        454876699        454837337        454799347        454762550        454727496        454693441        454658741        454624750        454589466        454555541        454521964        454487927        454453713        454420969        454388422        454353582   
455042531     454995051        454954892        454914821        454876715        454837345        454799354        454762584        454727504        454693458        454658758        454624768        454589482        454555558        454521758        454487935        454453721        454420977        454388448        454353590   
455042549     454995069        454954900        454914839        454876723        454837360        454799149        454762592        454727520        454693466        454658766        454624776        454589490        454555566        454521766        454487950        454453531        454420985        454388455        454353616   
455042564     454995093        454954777        454914847        454876509        454837378        454799164        454762600        454727538        454693482        454658774        454624784        454589516        454555574        454521774        454487976        454453549        454420993        454388463        454353426   
455042580     454995101        454954785        454914862        454876525        454837394        454799172        454762394        454727553        454693490        454658782        454624586        454589524        454555582        454521790        454487992        454453556        454421009        454388240        454353467   
455042598     454995119        454954793        454914870        454876541        454837428        454799180        454762402        454727363        454693508        454658790        454624594        454589532        454555590        454521816        454488024        454453564        454421017        454388281        454353293   
455042606     454994922        454954595        454914888        454876558        454837196        454799230        454762410        454727371        454693300        454658808        454624602        454589557        454555608        454521824        454487828        454453572        454420803        454388299        454353301   
455042408     454994930        454954611        454914680        454876566        454837246        454799248        454762444        454727389        454693318        454658816        454624610        454589334        454555616        454521832        454487836        454453580        454420811        454388307        454353319   
455042416     454994955        454954629        454914698        454876574        454837261        454799032        454762451        454727397        454693326        454658824        454624628        454589359        454555400        454521840        454487851        454453598        454420829        454388323        454353335   
455042424     454994963        454954637        454914706        454876582        454837279        454799040        454762485        454727405        454693342        454658634        454624636        454589367        454555418        454521857        454487869        454453606        454420837        454388349        454353350   
455042440     454994971        454954645        454914722        454876608        454837287        454799065        454762493        454727413        454693367        454658667        454624651        454589375        454555426        454521642        454487877        454453614        454420852        454388356        454353376   
455042473     454994815        454954652        454914730        454876418        454837295        454799073        454762279        454727421        454693375        454658675        454624669        454589391        454555434        454521659        454487885        454453416        454420878        454388133        454353384   
455042481     454994823        454954660        454914755        454876426        454837089        454799081        454762287        454727439        454693383        454658683        454624677        454589417        454555459        454521667        454487893        454453424        454420886        454388141        454353186   
455042499     454994849        454954686        454914763        454876434        454837097        454799099        454762303        454727447        454693391        454658691        454624479        454589425        454555475        454521675        454487901        454453432        454420894        454388166        454353210   
455042333     454994864        454954462        454914565        454876442        454837105        454799107        454762311        454727231        454693193        454658717        454624487        454589441        454555483        454521709        454487695        454453440        454420704        454388174        454353236   
455042341     454994898        454954512        454914581        454876459        454837113        454799131        454762329        454727249        454693201        454658501        454624503        454589235        454555491        454521717        454487711        454453457        454420712        454388182        454353244   
455042374     454994906        454954520        454914599        454876467        454837139        454798927        454762352        454727256        454693219        454658519        454624529        454589243        454555301        454521725        454487729        454453465        454420720        454388190        454353251   
455042382     454994914        454954546        454914607        454876475        454837147        454798935        454762378        454727272        454693227        454658527        454624545        454589268        454555319        454521733        454487737        454453473        454420746        454388216        454353079   
455042226     454994708        454954561        454914649        454876293        454837154        454798943        454762386        454727280        454693235        454658535        454624552        454589276        454555327        454521535        454487752        454453481        454420753        454388224        454353103   
455042242     454994716        454954579        454914656        454876301        454837162        454798976        454762170        454727306        454693243        454658543        454624578        454589292        454555343        454521543        454487760        454453499        454420761        454388232        454353137   
455042267     454994732        454954355        454914664        454876319        454837170        454798984        454762196        454727314        454693250        454658550        454624354        454589318        454555368        454521550        454487786        454453507        454420787        454388034        454353145   
455042275     454994757        454954363        454914458        454876327        454836974        454798992        454762212        454727322        454693268        454658568        454624388        454589326        454555376        454521576        454487794        454453515        454420589        454388042        454352964   
455042283     454994765        454954371        454914466        454876335        454836982        454799008        454762246        454727330        454693276        454658576        454624396        454589128        454555384        454521584        454487588        454453317        454420597        454388067        454352972   
455042069     454994781        454954397        454914474        454876343        454837006        454799016        454762253        454727124        454693292        454658584        454624412        454589136        454555392        454521592        454487596        454453325        454420605        454388075        454352998   
455042077     454994799        454954405        454914490        454876350        454837014        454799024        454762261        454727140        454693086        454658592        454624420        454589144        454555186        454521618        454487646        454453333        454420613        454388083        454353004   
455042085     454994807        454954413        454914508        454876376        454837030        454798828        454762055        454727165        454693094        454658600        454624453        454589169        454555194        454521626        454487653        454453341        454420621        454388091        454353020   
455042093     454994591        454954439        454914516        454876186        454837048        454798851        454762063        454727173        454693102        454658394        454624461        454589193        454555210        454521402        454487661        454453374        454420639        454388109        454353061   
455042101     454994633        454954454        454914524        454876194        454837063        454798869        454762089        454727181        454693136        454658402        454624248        454589201        454555228        454521428        454487679        454453382        454420647        454388117        454352865   


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455042119     454994658        454954256        454914540        454876202        454837071        454798877        454762097        454727199        454693144        454658410        454624263        454589227        454555236        454521444        454487687        454453390        454420654        454387929        454352899   
455042127     454994666        454954264        454914557        454876210        454836867        454798885        454762105        454727207        454693151        454658428        454624289        454589003        454555244        454521451        454487497        454453226        454420662        454387937        454352931   
455042135     454994674        454954322        454914359        454876228        454836875        454798901        454762113        454727017        454693169        454658436        454624297        454589029        454555251        454521469        454487505        454453234        454420688        454387945        454352741   
455042143     454994682        454954348        454914367        454876244        454836883        454798711        454762121        454727025        454693185        454658444        454624305        454589045        454555269        454521477        454487513        454453259        454420480        454387960        454352766   
455041947     454994476        454954132        454914375        454876251        454836909        454798737        454762139        454727041        454692971        454658451        454624313        454589052        454555277        454521485        454487521        454453267        454420498        454387978        454352774   
455041954     454994484        454954157        454914383        454876269        454836933        454798745        454762147        454727058        454693029        454658469        454624339        454589060        454555285        454521493        454487547        454453291        454420506        454387986        454352790   
455041970     454994492        454954181        454914409        454876277        454836941        454798752        454762154        454727074        454693037        454658477        454624347        454589102        454555095        454521287        454487562        454453085        454420514        454387994        454352808   
455041988     454994500        454954199        454914417        454876079        454836958        454798760        454761958        454727082        454693045        454658493        454624149        454588898        454555103        454521303        454487570        454453093        454420555        454388000        454352816   
455041996     454994534        454954207        454914425        454876087        454836966        454798786        454761982        454727108        454693052        454658287        454624156        454588914        454555129        454521329        454487372        454453101        454420563        454388018        454352824   
455042002     454994567        454954025        454914441        454876095        454836826        454798802        454761990        454727116        454693078        454658295        454624172        454588922        454555137        454521337        454487380        454453119        454420365        454387804        454352832   
455042010     454994583        454954041        454914284        454876103        454836834        454798588        454762030        454726902        454692872        454658303        454624198        454588955        454555145        454521345        454487398        454453143        454420373        454387812        454352642   
455042028     454994385        454954058        454914292        454876111        454836636        454798596        454762048        454726910        454692880        454658311        454624206        454588963        454555152        454521352        454487406        454453176        454420381        454387838        454352683   
455042036     454994393        454954066        454914300        454876137        454836644        454798604        454761826        454726928        454692898        454658329        454624214        454588971        454555160        454521360        454487414        454452970        454420399        454387853        454352691   
455042044     454994401        454954082        454914318        454876145        454836669        454798612        454761834        454726936        454692906        454658337        454624040        454588997        454554965        454521378        454487422        454452988        454420415        454387887        454352717   
455041855     454994419        454954090        454914326        454876152        454836677        454798620        454761859        454726944        454692914        454658345        454624057        454588799        454554973        454521386        454487430        454452996        454420423        454387895        454352519   
455041863     454994427        454953910        454914334        454875956        454836685        454798653        454761867        454726969        454692922        454658352        454624065        454588815        454554999        454521394        454487455        454453002        454420431        454387689        454352527   
455041871     454994443        454953928        454914136        454875964        454836693        454798489        454761875        454726977        454692955        454658360        454624073        454588831        454555004        454521170        454487257        454453036        454420449        454387697        454352543   
455041889     454994450        454953936        454914144        454875972        454836701        454798497        454761883        454726985        454692963        454658378        454624081        454588849        454555012        454521196        454487265        454453044        454420456        454387721        454352550   
455041897     454994252        454953969        454914151        454875980        454836719        454798505        454761917        454726993        454692757        454658386        454624107        454588864        454555020        454521204        454487273        454453051        454420241        454387739        454352576   
455041913     454994260        454953977        454914169        454875998        454836735        454798513        454761925        454727009        454692765        454658188        454624115        454588880        454555046        454521212        454487281        454453069        454420258        454387747        454352584   
455041921     454994278        454953795        454914177        454876020        454836537        454798521        454761719        454726795        454692773        454658204        454624123        454588682        454555053        454521220        454487299        454452863        454420266        454387762        454352592   
455041939     454994310        454953803        454914185        454876038        454836545        454798539        454761727        454726811        454692781        454658212        454623927        454588690        454555061        454521238        454487307        454452871        454420274        454387770        454352600   
455041723     454994328        454953811        454914011        454876046        454836552        454798554        454761743        454726837        454692799        454658220        454623935        454588708        454554858        454521246        454487315        454452889        454420282        454387788        454352410   
455041731     454994344        454953829        454914045        454876053        454836578        454798562        454761750        454726860        454692815        454658238        454623943        454588740        454554866        454521253        454487349        454452897        454420290        454387796        454352436   
455041749     454994351        454953837        454914052        454875857        454836586        454798364        454761776        454726878        454692823        454658246        454623950        454588773        454554874        454521261        454487356        454452905        454420308        454387572        454352469   
455041756     454994146        454953878        454914060        454875873        454836594        454798380        454761784        454726894        454692831        454658261        454623976        454588559        454554882        454521279        454487166        454452913        454420316        454387580        454352477   
455041764     454994161        454953886        454914094        454875881        454836602        454798398        454761792        454726688        454692849        454658279        454623984        454588575        454554908        454521063        454487174        454452921        454420324        454387598        454352493   
455041772     454994179        454953894        454914102        454875907        454836420        454798406        454761800        454726696        454692633        454658063        454623992        454588583        454554916        454521071        454487232        454452939        454420332        454387606        454352287   
455041780     454994195        454953696        454914110        454875931        454836438        454798414        454761818        454726712        454692658        454658071        454624008        454588591        454554924        454521089        454487240        454452947        454420134        454387614        454352311   
455041798     454994203        454953704        454913906        454875949        454836461        454798422        454761594        454726720        454692674        454658089        454624024        454588609        454554932        454521097        454487042        454452954        454420142        454387630        454352345   
455041806     454994211        454953720        454913914        454875741        454836479        454798430        454761602        454726746        454692682        454658097        454623810        454588617        454554957        454521113        454487059        454452749        454420159        454387648        454352352   
455041814     454994237        454953738        454913922        454875774        454836487        454798463        454761610        454726753        454692690        454658105        454623828        454588641        454554726        454521121        454487067        454452756        454420167        454387655        454352360   
455041822     454994047        454953746        454913930        454875782        454836495        454798257        454761628        454726779        454692724        454658113        454623844        454588674        454554734        454521139        454487075        454452772        454420183        454387663        454352378   
455041616     454994054        454953779        454913948        454875790        454836503        454798265        454761636        454726787        454692732        454658121        454623851        454588450        454554742        454521147        454487083        454452798        454420191        454387671        454352162   
455041624     454994062        454953571        454913955        454875626        454836511        454798273        454761644        454726571        454692740        454658139        454623869        454588468        454554767        454521154        454487091        454452806        454420209        454387465        454352212   
455041640     454994096        454953597        454913963        454875659        454836305        454798281        454761651        454726589        454692526        454658154        454623877        454588476        454554783        454521162        454487109        454452822        454420217        454387473        454352220   
455041673     454994112        454953605        454913971        454875683        454836321        454798307        454761669        454726605        454692534        454658162        454623885        454588484        454554825        454520966        454487117        454452830        454420225        454387481        454352238   
455041681     454994120        454953613        454913989        454875691        454836339        454798315        454761677        454726613        454692567        454657958        454623893        454588492        454554833        454520974        454487125        454452848        454420233        454387499        454352246   
455041699     454993924        454953639        454914003        454875709        454836347        454798323        454761487        454726621        454692575        454657966        454623901        454588518        454554619        454520982        454487133        454452632        454420027        454387507        454352253   
455041707     454993932        454953456        454913799        454875519        454836354        454798331        454761495        454726639        454692625        454657982        454623919        454588526        454554635        454520990        454487141        454452640        454420043        454387515        454352261   
455041509     454993940        454953464        454913807        454875527        454836362        454798349        454761503        454726654        454692435        454657990        454623703        454588534        454554643        454521006        454486929        454452657        454420076        454387549        454352055   
455041533     454993957        454953480        454913815        454875543        454836370        454798141        454761511        454726662        454692450        454658006        454623711        454588542        454554650        454521014        454486945        454452673        454420084        454387556        454352089   
455041558     454993965        454953506        454913831        454875568        454836396        454798158        454761529        454726472        454692468        454658014        454623729        454588336        454554668        454521022        454486952        454452681        454420092        454387358        454352097   
455041566     454993973        454953514        454913856        454875576        454836404        454798166        454761545        454726498        454692492        454658030        454623737        454588344        454554676        454521048        454486986        454452699        454420100        454387366        454352139   
455041574     454993981        454953522        454913690        454875584        454836198        454798174        454761552        454726506        454692500        454658048        454623745        454588351        454554700        454520867        454486994        454452707        454420118        454387374        454352147   
455041392     454993999        454953563        454913708        454875592        454836206        454798182        454761578        454726514        454692518        454658055        454623760        454588369        454554718        454520875        454487026        454452723        454420126        454387390        454351982   
455041426     454994005        454953332        454913716        454875600        454836222        454798190        454761586        454726522        454692310        454657842        454623778        454588385        454554502        454520883        454487034        454452731        454419904        454387408        454351990   
455041434     454994013        454953373        454913740        454875402        454836248        454798208        454761388        454726555        454692336        454657859        454623786        454588393        454554510        454520891        454486812        454452533        454419912        454387416        454352014   
455041442     454993817        454953407        454913765        454875410        454836255        454798216        454761396        454726357        454692344        454657883        454623802        454588401        454554528        454520909        454486820        454452541        454419920        454387424        454352048   
455041467     454993833        454953415        454913773        454875436        454836271        454798240        454761412        454726373        454692369        454657891        454623588        454588419        454554551        454520917        454486846        454452558        454419938        454387432        454351859   
455041483     454993841        454953449        454913781        454875444        454836081        454798042        454761420        454726399        454692385        454657909        454623596        454588427        454554577        454520925        454486853        454452566        454419946        454387440        454351867   
455041285     454993874        454953233        454913583        454875451        454836107        454798075        454761438        454726407        454692401        454657925        454623604        454588435        454554593        454520933        454486887        454452590        454419953        454387457        454351875   
455041301     454993882        454953241        454913591        454875469        454836115        454798083        454761453        454726415        454692195        454657933        454623612        454588229        454554601        454520941        454486895        454452608        454419987        454387242        454351883   
455041327     454993916        454953266        454913609        454875477        454836123        454798091        454761461        454726423        454692203        454657735        454623620        454588237        454554379        454520735        454486697        454452616        454419995        454387267        454351909   
455041335     454993692        454953274        454913633        454875485        454836131        454798109        454761479        454726449        454692211        454657768        454623638        454588245        454554387        454520743        454486705        454452624        454419797        454387283        454351925   
455041343     454993700        454953282        454913658        454875329        454836156        454798117        454761263        454726456        454692229        454657776        454623653        454588252        454554395        454520750        454486721        454452418        454419805        454387291        454351735   
455041350     454993718        454953290        454913666        454875337        454836164        454797911        454761271        454726258        454692237        454657784        454623661        454588260        454554429        454520768        454486739        454452426        454419821        454387309        454351768   
455041368     454993726        454953308        454913484        454875352        454836172        454797929        454761297        454726266        454692245        454657792        454623687        454588278        454554452        454520776        454486747        454452442        454419839        454387317        454351792   
455041178     454993734        454953324        454913492        454875360        454836180        454797937        454761305        454726274        454692252        454657800        454623695        454588286        454554478        454520784        454486754        454452459        454419854        454387333        454351800   
455041186     454993742        454953126        454913500        454875196        454835992        454797978        454761321        454726282        454692260        454657818        454623471        454588294        454554254        454520792        454486762        454452467        454419870        454387341        454351826   
455041194     454993759        454953167        454913526        454875220        454836008        454797986        454761339        454726316        454692278        454657834        454623497        454588302        454554262        454520834        454486770        454452483        454419896        454387143        454351610   
455041202     454993775        454953183        454913534        454875238        454836024        454797994        454761347        454726324        454692286        454657636        454623513        454588310        454554288        454520636        454486788        454452491        454419680        454387150        454351636   
455041210     454993783        454953191        454913542        454875246        454836032        454797804        454761362        454726332        454692294        454657644        454623521        454588112        454554296        454520644        454486796        454452509        454419698        454387176        454351644   
455041228     454993791        454953001        454913559        454875253        454836040        454797812        454761149        454726118        454692096        454657677        454623539        454588120        454554304        454520651        454486598        454452517        454419706        454387184        454351669   
455041236     454993585        454953027        454913567        454875261        454836057        454797820        454761156        454726126        454692104        454657685        454623547        454588146        454554320        454520669        454486614        454452301        454419714        454387192        454351685   
455041244     454993601        454953035        454913575        454875279        454836065        454797838        454761164        454726167        454692112        454657693        454623554        454588153        454554346        454520677        454486630        454452319        454419722        454387200        454351693   
455041251     454993627        454953043        454913377        454875089        454835869        454797846        454761180        454726175        454692120        454657719        454623570        454588161        454554171        454520693        454486648        454452343        454419730        454387218        454351537   
455041269     454993643        454953050        454913385        454875121        454835885        454797853        454761198        454726183        454692138        454657727        454623364        454588179        454554189        454520719        454486655        454452350        454419748        454387226        454351545   
455041079     454993650        454953084        454913393        454875147        454835893        454797861        454761206        454726209        454692146        454657511        454623380        454588187        454554197        454520727        454486671        454452376        454419755        454387028        454351552   
455041087     454993668        454953092        454913401        454875162        454835901        454797879        454761214        454726217        454692153        454657529        454623398        454588195        454554205        454520529        454486499        454452384        454419763        454387044        454351560   
455041095     454993676        454952946        454913419        454874983        454835919        454797895        454761222        454726225        454692161        454657537        454623406        454588211        454554239        454520537        454486507        454452400        454419771        454387051        454351578   
455041111     454993684        454952953        454913427        454875006        454835927        454797697        454761230        454726233        454692179        454657545        454623414        454587981        454554247        454520552        454486515        454452186        454419573        454387069        454351602   
455041137     454993478        454952961        454913450        454875014        454835935        454797705        454761248        454726001        454691965        454657552        454623422        454588013        454554049        454520560        454486531        454452194        454419581        454387085        454351396   


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455040956     454993486        454952995        454913468        454875022        454835943        454797713        454761255        454726027        454691973        454657578        454623430        454588021        454554072        454520578        454486549        454452202        454419607        454387093        454351404   
455040964     454993494        454952797        454913252        454875055        454835950        454797721        454761040        454726035        454691981        454657586        454623448        454588039        454554080        454520586        454486564        454452228        454419615        454386905        454351412   
455040980     454993502        454952813        454913278        454875063        454835968        454797739        454761065        454726043        454691999        454657594        454623455        454588047        454554098        454520594        454486572        454452236        454419631        454386921        454351446   
455040998     454993510        454952854        454913286        454874892        454835752        454797747        454761099        454726068        454692005        454657404        454623463        454588070        454554106        454520602        454486580        454452244        454419649        454386939        454351453   
455041038     454993536        454952862        454913294        454874926        454835760        454797754        454761123        454726084        454692021        454657420        454623257        454588104        454554114        454520420        454486374        454452251        454419656        454386947        454351461   
455040840     454993569        454952870        454913302        454874942        454835778        454797762        454761131        454726092        454692039        454657438        454623265        454587882        454554148        454520438        454486382        454452269        454419664        454386962        454351479   
455040865     454993379        454952888        454913328        454874967        454835786        454797770        454760927        454726100        454692047        454657446        454623273        454587890        454553926        454520446        454486408        454452285        454419672        454386970        454351305   
455040873     454993387        454952664        454913336        454874751        454835802        454797580        454760943        454725912        454692054        454657453        454623299        454587908        454553934        454520453        454486416        454452079        454419466        454387002        454351313   
455040907     454993395        454952672        454913146        454874769        454835810        454797606        454760950        454725920        454692062        454657461        454623307        454587916        454553942        454520461        454486432        454452087        454419474        454387010        454351354   
455040915     454993403        454952680        454913153        454874777        454835836        454797614        454760968        454725961        454691866        454657479        454623315        454587924        454553959        454520487        454486440        454452095        454419482        454386798        454351362   
455040923     454993411        454952698        454913161        454874793        454835844        454797630        454760976        454725995        454691874        454657487        454623323        454587932        454553975        454520495        454486473        454452103        454419490        454386814        454351370   
455040949     454993429        454952714        454913179        454874801        454835646        454797655        454760984        454725805        454691890        454657495        454623331        454587940        454553983        454520503        454486267        454452111        454419508        454386830        454351388   
455040741     454993445        454952722        454913187        454874819        454835661        454797671        454761008        454725813        454691908        454657503        454623349        454587957        454553991        454520511        454486275        454452129        454419532        454386848        454351180   
455040790     454993452        454952748        454913203        454874827        454835679        454797689        454761024        454725821        454691916        454657297        454623356        454587965        454554015        454520313        454486283        454452137        454419565        454386855        454351198   
455040808     454993247        454952771        454913229        454874835        454835695        454797481        454760828        454725839        454691924        454657305        454623166        454587973        454554023        454520321        454486291        454452152        454419359        454386863        454351214   
455040824     454993262        454952565        454913039        454874637        454835711        454797499        454760836        454725847        454691932        454657321        454623174        454587759        454554031        454520339        454486317        454452160        454419383        454386871        454351230   
455040832     454993270        454952581        454913070        454874645        454835729        454797507        454760844        454725870        454691940        454657339        454623190        454587783        454553801        454520347        454486341        454452178        454419391        454386897        454351255   
455040626     454993288        454952607        454913088        454874660        454835539        454797515        454760851        454725698        454691742        454657347        454623224        454587791        454553835        454520354        454486358        454451964        454419409        454386681        454351263   
455040634     454993312        454952615        454913104        454874702        454835554        454797523        454760869        454725706        454691759        454657362        454623232        454587809        454553843        454520370        454486176        454451972        454419433        454386707        454351073   
455040642     454993320        454952631        454913112        454874710        454835570        454797531        454760877        454725714        454691775        454657370        454623240        454587817        454553850        454520388        454486184        454451980        454419441        454386715        454351107   
455040675     454993338        454952441        454913120        454874728        454835588        454797556        454760885        454725722        454691783        454657388        454623034        454587825        454553868        454520396        454486192        454451998        454419458        454386723        454351115   
455040691     454993353        454952466        454912981        454874736        454835596        454797572        454760893        454725748        454691791        454657396        454623075        454587833        454553876        454520404        454486200        454452004        454419243        454386749        454351131   
455040709     454993148        454952490        454912999        454874520        454835612        454797366        454760901        454725755        454691817        454657180        454623083        454587841        454553892        454520206        454486218        454452012        454419250        454386756        454350935   
455040717     454993163        454952516        454913005        454874546        454835620        454797390        454760919        454725763        454691825        454657198        454623117        454587858        454553900        454520222        454486226        454452020        454419268        454386764        454350950   
455040725     454993171        454952532        454913013        454874561        454835638        454797408        454760711        454725771        454691833        454657206        454623133        454587650        454553918        454520230        454486242        454452038        454419284        454386780        454350976   
455040519     454993189        454952375        454912809        454874579        454835448        454797424        454760729        454725797        454691841        454657222        454622960        454587668        454553694        454520248        454486028        454452046        454419292        454386574        454350992   
455040527     454993197        454952391        454912817        454874595        454835455        454797432        454760737        454725581        454691635        454657230        454622978        454587676        454553702        454520255        454486044        454452053        454419300        454386582        454351016   
455040568     454993205        454952409        454912841        454874603        454835463        454797440        454760745        454725599        454691643        454657248        454622986        454587692        454553728        454520263        454486069        454451840        454419318        454386590        454351040   
455040576     454993221        454952219        454912858        454874611        454835471        454797465        454760760        454725615        454691650        454657255        454622994        454587700        454553736        454520289        454486077        454451857        454419326        454386608        454350836   
455040584     454993015        454952235        454912874        454874413        454835489        454797259        454760786        454725623        454691668        454657271        454623000        454587718        454553751        454520297        454486093        454451865        454419334        454386616        454350851   
455040592     454993049        454952243        454912882        454874421        454835497        454797275        454760794        454725649        454691692        454657289        454622812        454587726        454553769        454520099        454486119        454451881        454419342        454386624        454350927   
455040600     454993064        454952250        454912890        454874439        454835521        454797291        454760802        454725656        454691700        454657073        454622820        454587544        454553777        454520107        454485913        454451907        454419136        454386632        454350737   
455040618     454993072        454952268        454912718        454874454        454835315        454797317        454760604        454725664        454691726        454657081        454622838        454587551        454553785        454520115        454485939        454451915        454419144        454386657        454350745   
455040402     454993080        454952276        454912734        454874462        454835331        454797325        454760612        454725680        454691734        454657099        454622846        454587569        454553793        454520123        454485962        454451923        454419151        454386665        454350760   
455040428     454993098        454952300        454912759        454874470        454835349        454797333        454760620        454725474        454691528        454657107        454622853        454587593        454553587        454520131        454485970        454451931        454419169        454386673        454350786   
455040436     454993106        454952318        454912767        454874496        454835364        454797358        454760638        454725482        454691536        454657115        454622861        454587601        454553595        454520149        454485996        454451949        454419177        454386467        454350802   
455040451     454992900        454952128        454912775        454874504        454835372        454797150        454760653        454725490        454691544        454657123        454622879        454587627        454553603        454520164        454486010        454451733        454419185        454386475        454350604   
455040477     454992983        454952136        454912783        454874298        454835380        454797168        454760661        454725508        454691551        454657131        454622887        454587635        454553629        454520180        454485814        454451741        454419193        454386483        454350620   
455040493     454992991        454952151        454912593        454874314        454835406        454797176        454760687        454725516        454691569        454657149        454622895        454587643        454553637        454520198        454485848        454451758        454419201        454386491        454350638   
455040295     454993007        454952185        454912601        454874322        454835414        454797184        454760695        454725524        454691577        454657156        454622705        454587437        454553645        454519992        454485855        454451774        454419219        454386509        454350661   
455040303     454992801        454952193        454912619        454874330        454835422        454797192        454760471        454725540        454691585        454657172        454622713        454587445        454553652        454520008        454485871        454451782        454419227        454386517        454350505   
455040311     454992819        454952037        454912627        454874348        454835216        454797200        454760489        454725557        454691593        454656968        454622739        454587478        454553660        454520016        454485889        454451790        454419235        454386525        454350521   
455040329     454992843        454952060        454912635        454874371        454835224        454797226        454760497        454725359        454691619        454656984        454622747        454587486        454553678        454520024        454485897        454451808        454419011        454386533        454350539   
455040352     454992850        454952086        454912643        454874389        454835240        454797234        454760505        454725391        454691627        454657008        454622754        454587494        454553470        454520040        454485905        454451816        454419029        454386541        454350547   
455040360     454992876        454952094        454912650        454874181        454835257        454797242        454760513        454725409        454691429        454657024        454622762        454587502        454553488        454520057        454485699        454451832        454419037        454386558        454350554   
455040386     454992884        454951880        454912668        454874199        454835273        454797044        454760547        454725417        454691437        454657040        454622598        454587510        454553496        454520065        454485707        454451626        454419045        454386350        454350562   
455040394     454992694        454951914        454912676        454874215        454835281        454797051        454760554        454725425        454691445        454657057        454622606        454587528        454553504        454520073        454485715        454451634        454419052        454386368        454350570   
455040196     454992728        454951922        454912684        454874256        454835125        454797077        454760562        454725433        454691452        454656869        454622614        454587353        454553538        454520081        454485749        454451642        454419078        454386376        454350596   
455040204     454992736        454951930        454912478        454874280        454835133        454797085        454760570        454725441        454691460        454656877        454622630        454587361        454553546        454519885        454485756        454451659        454419094        454386384        454350380   
455040238     454992751        454951948        454912486        454874082        454835141        454797101        454760588        454725458        454691478        454656885        454622648        454587379        454553553        454519901        454485772        454451667        454418906        454386392        454350422   
455040246     454992769        454951963        454912494        454874108        454835166        454797127        454760364        454725243        454691494        454656893        454622655        454587387        454553561        454519919        454485798        454451675        454418914        454386418        454350448   
455040253     454992777        454951971        454912502        454874124        454835174        454796921        454760372        454725250        454691510        454656901        454622663        454587395        454553363        454519927        454485582        454451691        454418922        454386426        454350463   
455040261     454992785        454951773        454912510        454874140        454835182        454796939        454760380        454725268        454691304        454656919        454622689        454587403        454553371        454519935        454485590        454451709        454418948        454386434        454350471   
455040071     454992603        454951781        454912528        454874173        454834987        454796954        454760398        454725284        454691320        454656927        454622697        454587411        454553389        454519943        454485624        454451717        454418955        454386442        454350489   
455040089     454992652        454951815        454912536        454873969        454834995        454796962        454760406        454725292        454691338        454656950        454622481        454587221        454553397        454519950        454485632        454451725        454418963        454386459        454350299   
455040097     454992660        454951849        454912544        454873977        454835000        454796970        454760422        454725300        454691361        454656752        454622507        454587247        454553413        454519984        454485640        454451519        454418971        454386251        454350307   
455040113     454992678        454951864        454912551        454873985        454835034        454797002        454760430        454725334        454691379        454656760        454622515        454587254        454553421        454519794        454485657        454451527        454418989        454386269        454350323   
455040121     454992686        454951872        454912569        454874009        454835042        454797028        454760455        454725342        454691403        454656778        454622523        454587270        454553439        454519802        454485665        454451535        454418997        454386277        454350331   
455040154     454992488        454951641        454912577        454874017        454835075        454796806        454760463        454725128        454691213        454656786        454622531        454587288        454553447        454519810        454485475        454451543        454419003        454386285        454350364   
455040006     454992496        454951716        454912379        454874033        454834888        454796814        454760257        454725136        454691221        454656794        454622556        454587296        454553454        454519828        454485483        454451550        454418799        454386301        454350141   
455040022     454992504        454951724        454912395        454874058        454834904        454796848        454760273        454725151        454691247        454656802        454622564        454587304        454553256        454519836        454485491        454451568        454418807        454386319        454350182   
455040048     454992512        454951740        454912411        454873845        454834912        454796863        454760281        454725169        454691254        454656810        454622580        454587312        454553272        454519844        454485509        454451576        454418815        454386327        454350190   
455039842     454992520        454951757        454912437        454873852        454834920        454796871        454760307        454725185        454691262        454656828        454622374        454587320        454553298        454519851        454485517        454451584        454418823        454386335        454350240   
455039859     454992553        454951534        454912452        454873860        454834938        454796897        454760315        454725193        454691270        454656836        454622382        454587114        454553306        454519869        454485533        454451592        454418831        454386343        454350042   
455039867     454992561        454951559        454912460        454873878        454834946        454796699        454760331        454725201        454691296        454656844        454622390        454587122        454553314        454519877        454485541        454451600        454418849        454386129        454350091   
455039875     454992579        454951583        454912262        454873886        454834953        454796707        454760349        454725219        454691080        454656646        454622424        454587130        454553330        454519661        454485566        454451618        454418856        454386145        454350125   
455039883     454992587        454951617        454912270        454873894        454834961        454796731        454760356        454725227        454691098        454656653        454622432        454587148        454553348        454519679        454485574        454451402        454418864        454386152        454350133   
455039891     454992371        454951625        454912304        454873902        454834979        454796764        454760141        454725235        454691106        454656661        454622440        454587163        454553355        454519687        454485350        454451428        454418872        454386178        454349911   
455039909     454992389        454951633        454912338        454873910        454834789        454796772        454760166        454725011        454691114        454656679        454622465        454587171        454553140        454519703        454485368        454451436        454418880        454386194        454349945   
455039933     454992397        454951450        454912346        454873936        454834797        454796780        454760174        454725029        454691122        454656687        454622473        454587189        454553181        454519711        454485376        454451444        454418898        454386210        454349952   
455039743     454992413        454951484        454912148        454873944        454834813        454796574        454760182        454725052        454691130        454656703        454622267        454587007        454553199        454519729        454485384        454451469        454418682        454386228        454349960   
455039792     454992447        454951492        454912155        454873746        454834847        454796590        454760190        454725060        454691148        454656737        454622275        454587023        454553215        454519737        454485392        454451485        454418690        454386236        454349978   
455039834     454992454        454951500        454912163        454873761        454834862        454796608        454760208        454725086        454691155        454656745        454622283        454587049        454553223        454519752        454485400        454451493        454418708        454386012        454349986   


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455039628     454992462        454951526        454912171        454873787        454834680        454796616        454760216        454725102        454691163        454656539        454622291        454587056        454553231        454519760        454485418        454451287        454418716        454386020        454349994   
455039644     454992470        454951336        454912213        454873795        454834698        454796632        454760224        454725110        454691189        454656547        454622309        454587072        454553033        454519554        454485426        454451303        454418724        454386038        454350000   
455039669     454992298        454951344        454912239        454873621        454834706        454796640        454760240        454724907        454690975        454656554        454622325        454587080        454553041        454519588        454485434        454451311        454418732        454386046        454349812   
455039677     454992314        454951377        454912247        454873647        454834714        454796657        454760034        454724931        454690991        454656562        454622341        454586900        454553058        454519596        454485251        454451345        454418740        454386053        454349853   
455039685     454992330        454951385        454912031        454873654        454834722        454796665        454760042        454724949        454691007        454656570        454622358        454586926        454553074        454519604        454485269        454451352        454418757        454386061        454349879   
455039693     454992355        454951393        454912064        454873662        454834730        454796681        454760059        454724956        454691015        454656588        454622366        454586959        454553082        454519612        454485277        454451378        454418765        454386079        454349903   
455039701     454992140        454951401        454912080        454873670        454834748        454796459        454760067        454724964        454691023        454656596        454622150        454586967        454553090        454519620        454485285        454451386        454418773        454386087        454349713   
455039719     454992181        454951419        454912098        454873696        454834755        454796475        454760075        454724972        454691031        454656604        454622168        454586983        454553116        454519638        454485293        454451394        454418781        454386095        454349721   
455039537     454992231        454951195        454912114        454873712        454834540        454796483        454760083        454724980        454691049        454656612        454622176        454586991        454553124        454519646        454485301        454451196        454418575        454386103        454349762   
455039545     454992256        454951211        454912122        454873514        454834573        454796509        454760091        454724998        454691056        454656620        454622184        454586793        454552928        454519653        454485319        454451212        454418583        454385899        454349788   
455039552     454992058        454951245        454911926        454873522        454834581        454796525        454760133        454724840        454691064        454656638        454622192        454586801        454552951        454519430        454485327        454451220        454418591        454385907        454349796   
455039586     454992066        454951260        454911934        454873530        454834599        454796533        454759911        454724857        454691072        454656422        454622218        454586827        454552969        454519448        454485335        454451238        454418609        454385923        454349598   
455039602     454992082        454951070        454911942        454873548        454834607        454796558        454759945        454724865        454690876        454656430        454622226        454586843        454552977        454519463        454485343        454451253        454418617        454385931        454349655   
455039610     454992090        454951088        454911967        454873555        454834649        454796343        454759952        454724873        454690892        454656448        454622234        454586876        454552985        454519489        454485137        454451261        454418625        454385949        454349671   
455039404     454992124        454951096        454911975        454873563        454834433        454796350        454759960        454724881        454690918        454656463        454622242        454586884        454553009        454519505        454485145        454451279        454418633        454385956        454349473   
455039412     454991928        454951104        454911983        454873571        454834458        454796368        454759994        454724899        454690926        454656471        454622259        454586892        454553017        454519521        454485160        454451063        454418641        454385964        454349499   
455039420     454991936        454951138        454911991        454873597        454834474        454796376        454760000        454724683        454690942        454656489        454622044        454586686        454553025        454519539        454485178        454451071        454418658        454385972        454349507   
455039487     454991944        454951153        454912007        454873605        454834482        454796392        454760026        454724691        454690959        454656497        454622051        454586694        454552811        454519331        454485186        454451089        454418666        454385980        454349515   
455039495     454991951        454951161        454912023        454873613        454834490        454796426        454759804        454724709        454690769        454656505        454622069        454586702        454552829        454519349        454485194        454451097        454418674        454386004        454349531   
455039297     454991977        454950965        454911819        454873407        454834508        454796244        454759820        454724717        454690777        454656513        454622077        454586710        454552837        454519364        454485202        454451139        454418476        454385790        454349556   
455039305     454992009        454950973        454911827        454873415        454834516        454796293        454759846        454724725        454690785        454656521        454622085        454586728        454552845        454519372        454485210        454451154        454418484        454385808        454349572   
455039321     454992017        454950999        454911843        454873449        454834524        454796301        454759853        454724733        454690793        454656307        454622093        454586736        454552852        454519380        454485236        454451162        454418492        454385816        454349366   
455039347     454991811        454951021        454911850        454873456        454834532        454796319        454759861        454724741        454690801        454656323        454622101        454586744        454552860        454519398        454485020        454450941        454418500        454385832        454349390   
455039362     454991837        454951039        454911868        454873464        454834359        454796335        454759887        454724766        454690827        454656331        454622119        454586751        454552878        454519406        454485046        454450966        454418526        454385840        454349416   
455039180     454991845        454951047        454911876        454873480        454834367        454796145        454759895        454724576        454690835        454656356        454622127        454586769        454552886        454519414        454485053        454450974        454418534        454385865        454349424   
455039198     454991902        454950858        454911892        454873498        454834383        454796152        454759903        454724584        454690850        454656364        454622143        454586579        454552894        454519422        454485079        454450982        454418542        454385873        454349465   
455039214     454991696        454950866        454911900        454873290        454834391        454796178        454759689        454724592        454690868        454656372        454621947        454586595        454552902        454519224        454485087        454450990        454418559        454385881        454349267   
455039222     454991704        454950882        454911918        454873308        454834409        454796186        454759697        454724600        454690652        454656380        454621954        454586611        454552910        454519232        454485095        454451006        454418351        454385675        454349291   
455039230     454991738        454950890        454911702        454873316        454834417        454796202        454759705        454724618        454690660        454656406        454621962        454586629        454552704        454519240        454485103        454451014        454418369        454385683        454349309   
455039248     454991746        454950908        454911736        454873324        454834425        454796210        454759739        454724626        454690678        454656190        454621970        454586637        454552712        454519257        454485111        454451022        454418377        454385691        454349317   
455039263     454991753        454950924        454911744        454873332        454834219        454796228        454759770        454724634        454690686        454656208        454621988        454586645        454552720        454519273        454485129        454451030        454418385        454385717        454349143   
455039271     454991761        454950940        454911751        454873340        454834227        454796020        454759788        454724642        454690694        454656216        454621996        454586652        454552738        454519281        454484916        454450834        454418393        454385733        454349184   
455039073     454991787        454950742        454911769        454873357        454834235        454796046        454759580        454724659        454690702        454656224        454622002        454586660        454552746        454519307        454484924        454450842        454418401        454385741        454349192   
455039099     454991589        454950775        454911777        454873365        454834250        454796087        454759598        454724667        454690710        454656232        454622028        454586678        454552753        454519315        454484932        454450859        454418419        454385758        454349200   
455039115     454991597        454950791        454911785        454873381        454834276        454796095        454759606        454724675        454690728        454656240        454622036        454586462        454552803        454519323        454484940        454450867        454418427        454385766        454349226   
455039149     454991613        454950809        454911801        454873399        454834284        454796103        454759622        454724469        454690736        454656273        454621848        454586488        454552597        454519117        454484957        454450925        454418435        454385774        454349234   
455038984     454991621        454950825        454911637        454873183        454834292        454796111        454759630        454724477        454690744        454656299        454621855        454586496        454552613        454519125        454484965        454450933        454418443        454385568        454349242   
455038992     454991639        454950841        454911652        454873191        454834086        454795923        454759648        454724493        454690751        454656075        454621863        454586504        454552621        454519133        454484981        454450727        454418450        454385576        454349077   
455039008     454991647        454950627        454911660        454873209        454834102        454795949        454759655        454724501        454690553        454656083        454621871        454586512        454552639        454519158        454484999        454450735        454418245        454385584        454349093   
455038851     454991654        454950635        454911686        454873241        454834110        454795956        454759663        454724527        454690561        454656109        454621905        454586538        454552654        454519166        454485004        454450743        454418252        454385600        454349101   
455038893     454991662        454950650        454911496        454873258        454834128        454795964        454759671        454724535        454690579        454656117        454621913        454586546        454552662        454519174        454485012        454450750        454418260        454385667        454349135   
455038919     454991670        454950668        454911504        454873266        454834144        454795972        454759473        454724550        454690595        454656125        454621921        454586553        454552670        454519190        454484817        454450776        454418286        454385444        454348905   
455038927     454991688        454950676        454911512        454873076        454834151        454795998        454759481        454724568        454690603        454656133        454621939        454586363        454552688        454519208        454484825        454450784        454418302        454385451        454348996   
455038935     454991472        454950684        454911520        454873118        454834169        454795816        454759499        454724352        454690611        454656141        454621723        454586371        454552696        454519216        454484833        454450792        454418310        454385477        454349010   
455038745     454991480        454950692        454911538        454873126        454834177        454795824        454759507        454724360        454690629        454656158        454621749        454586389        454552472        454519026        454484866        454450800        454418336        454385493        454348806   
455038752     454991498        454950700        454911553        454873134        454834185        454795832        454759515        454724378        454690637        454655960        454621756        454586397        454552480        454519034        454484874        454450818        454418344        454385519        454348814   
455038760     454991506        454950718        454911561        454873142        454833971        454795873        454759523        454724386        454690645        454655978        454621764        454586413        454552498        454519042        454484882        454450826        454418138        454385527        454348822   
455038786     454991514        454950510        454911579        454873159        454833989        454795683        454759531        454724394        454690447        454655986        454621780        454586421        454552506        454519059        454484890        454450628        454418146        454385543        454348830   
455038810     454991522        454950528        454911397        454873167        454833997        454795691        454759549        454724402        454690454        454655994        454621798        454586439        454552522        454519067        454484684        454450636        454418153        454385337        454348871   
455038844     454991530        454950536        454911413        454873175        454834029        454795733        454759556        454724410        454690462        454656018        454621814        454586454        454552548        454519075        454484692        454450669        454418161        454385352        454348889   
455038653     454991555        454950551        454911421        454872995        454834037        454795741        454759358        454724428        454690470        454656026        454621632        454586272        454552571        454519091        454484700        454450677        454418179        454385360        454348681   
455038661     454991563        454950569        454911447        454873001        454834045        454795782        454759366        454724436        454690504        454656034        454621640        454586314        454552589        454519109        454484718        454450685        454418187        454385402        454348699   
455038679     454991571        454950577        454911454        454873027        454834060        454795576        454759374        454724444        454690512        454656042        454621657        454586322        454552340        454518945        454484742        454450693        454418195        454385410        454348707   
455038695     454991365        454950585        454911470        454873035        454833864        454795618        454759382        454724451        454690520        454656067        454621665        454586348        454552357        454518952        454484759        454450701        454418211        454385436        454348715   
455038703     454991373        454950593        454911264        454873068        454833880        454795626        454759390        454724246        454690538        454655853        454621681        454586355        454552365        454518960        454484767        454450719        454418229        454385212        454348723   
455038729     454991381        454950601        454911280        454872854        454833898        454795634        454759408        454724261        454690330        454655861        454621707        454586140        454552381        454518978        454484775        454450503        454418237        454385220        454348780   
455038737     454991399        454950619        454911298        454872888        454833906        454795642        454759416        454724279        454690348        454655879        454621715        454586173        454552407        454518986        454484783        454450552        454418021        454385238        454348582   
455038521     454991407        454950403        454911306        454872896        454833914        454795659        454759424        454724287        454690355        454655887        454621525        454586181        454552415        454518994        454484577        454450578        454418039        454385246        454348608   
455038539     454991415        454950429        454911314        454872904        454833922        454795667        454759440        454724295        454690371        454655895        454621541        454586199        454552423        454519000        454484585        454450586        454418047        454385253        454348632   
455038547     454991431        454950445        454911322        454872912        454833930        454795675        454759457        454724329        454690389        454655903        454621558        454586207        454552431        454518796        454484601        454450594        454418054        454385261        454348640   
455038554     454991449        454950452        454911330        454872920        454833948        454795477        454759242        454724337        454690405        454655929        454621566        454586215        454552449        454518804        454484619        454450602        454418062        454385279        454348442   
455038604     454991456        454950460        454911355        454872938        454833955        454795501        454759259        454724345        454690413        454655937        454621574        454586223        454552456        454518838        454484627        454450396        454418070        454385287        454348459   
455038612     454991464        454950478        454911157        454872946        454833740        454795527        454759267        454724139        454690421        454655945        454621590        454586231        454552233        454518846        454484635        454450404        454418088        454385295        454348467   
455038620     454991266        454950486        454911165        454872953        454833757        454795535        454759275        454724147        454690439        454655952        454621400        454586249        454552241        454518853        454484650        454450412        454418096        454385303        454348517   
455038414     454991274        454950494        454911173        454872748        454833765        454795550        454759283        454724154        454690231        454655747        454621418        454586256        454552258        454518861        454484668        454450420        454418104        454385089        454348541   
455038422     454991282        454950296        454911199        454872755        454833781        454795360        454759291        454724162        454690249        454655754        454621426        454586066        454552266        454518879        454484676        454450446        454418112        454385105        454348335   
455038430     454991290        454950304        454911215        454872771        454833799        454795378        454759309        454724170        454690256        454655762        454621442        454586082        454552274        454518887        454484460        454450453        454418120        454385121        454348343   
455038471     454991308        454950312        454911231        454872789        454833807        454795386        454759325        454724188        454690264        454655770        454621459        454586116        454552290        454518895        454484486        454450461        454417916        454385147        454348350   
455038489     454991324        454950338        454911249        454872813        454833815        454795394        454759341        454724204        454690272        454655788        454621483        454586124        454552308        454518903        454484494        454450479        454417924        454385154        454348384   
455038497     454991332        454950353        454911256        454872821        454833823        454795402        454759150        454724220        454690280        454655796        454621491        454586132        454552316        454518689        454484502        454450487        454417932        454385170        454348392   
455038505     454991340        454950361        454911041        454872839        454833831        454795410        454759176        454724238        454690298        454655804        454621509        454585944        454552324        454518697        454484510        454450495        454417957        454385188        454348418   
455038513     454991142        454950379        454911058        454872649        454833633        454795428        454759192        454724022        454690306        454655820        454621293        454585969        454552126        454518705        454484536        454450289        454417973        454384975        454348434   
455038315     454991159        454950387        454911066        454872656        454833641        454795436        454759200        454724048        454690322        454655838        454621301        454585993        454552134        454518713        454484544        454450297        454417981        454384991        454348202   


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455038331     454991167        454950197        454911074        454872664        454833658        454795246        454759226        454724055        454690116        454655846        454621327        454586009        454552142        454518721        454484551        454450305        454417999        454385022        454348210   
455038356     454991175        454950205        454911082        454872680        454833674        454795253        454759234        454724063        454690124        454655630        454621343        454586017        454552167        454518747        454484569        454450339        454418005        454385048        454348251   
455038364     454991183        454950213        454911090        454872698        454833682        454795261        454759051        454724089        454690132        454655648        454621350        454586025        454552183        454518754        454484361        454450347        454418013        454385063        454348301   
455038372     454991191        454950221        454911116        454872706        454833716        454795279        454759069        454724097        454690140        454655663        454621368        454586033        454552191        454518762        454484379        454450354        454417809        454384876        454348327   
455038380     454991209        454950239        454911124        454872714        454833732        454795287        454759077        454724105        454690157        454655671        454621376        454585829        454552217        454518770        454484387        454450370        454417825        454384884        454348095   
455038398     454991225        454950288        454911132        454872730        454833526        454795295        454759085        454724113        454690165        454655689        454621384        454585837        454552019        454518788        454484395        454450164        454417833        454384892        454348111   
455038406     454991233        454950064        454911140        454872524        454833534        454795311        454759093        454724121        454690181        454655697        454621392        454585845        454552035        454518580        454484411        454450172        454417841        454384900        454348129   
455038208     454991241        454950080        454910936        454872557        454833542        454795329        454759101        454723917        454690199        454655713        454621178        454585852        454552050        454518606        454484429        454450180        454417858        454384918        454348137   
455038216     454991035        454950098        454910944        454872565        454833559        454795337        454758913        454723925        454690207        454655721        454621194        454585878        454552068        454518614        454484437        454450198        454417866        454384926        454348152   
455038224     454991043        454950122        454910951        454872607        454833567        454795139        454758939        454723941        454690009        454655739        454621202        454585886        454552076        454518622        454484445        454450206        454417874        454384934        454347980   
455038232     454991050        454950155        454910969        454872417        454833575        454795147        454758947        454723958        454690017        454655507        454621210        454585894        454552084        454518630        454484452        454450214        454417882        454384942        454347998   
455038240     454991068        454949959        454910977        454872425        454833583        454795162        454758988        454723974        454690025        454655515        454621244        454585902        454552092        454518655        454484254        454450222        454417890        454384751        454348038   
455038265     454991076        454950007        454910985        454872433        454833591        454795170        454758996        454723982        454690041        454655523        454621251        454585910        454552100        454518663        454484262        454450230        454417908        454384793        454348046   
455038273     454991118        454950023        454910993        454872458        454833617        454795188        454759002        454724006        454690058        454655549        454621269        454585928        454552118        454518671        454484270        454450263        454417692        454384801        454348053   
455038281     454991126        454950049        454911009        454872466        454833625        454795196        454759010        454724014        454690066        454655556        454621277        454585936        454551904        454518481        454484288        454450040        454417700        454384819        454348061   
455038299     454991134        454950056        454911017        454872474        454833393        454795212        454758822        454723800        454690074        454655572        454621061        454585712        454551912        454518499        454484304        454450065        454417718        454384843        454347899   
455038091     454990920        454949843        454910852        454872482        454833419        454795220        454758830        454723818        454689886        454655580        454621087        454585746        454551920        454518507        454484312        454450073        454417734        454384611        454347915   
455038117     454990938        454949850        454910860        454872490        454833443        454795030        454758848        454723826        454689894        454655598        454621095        454585753        454551938        454518515        454484338        454450099        454417742        454384645        454347923   
455038125     454990953        454949868        454910886        454872300        454833500        454795048        454758855        454723834        454689902        454655622        454621103        454585779        454551946        454518523        454484346        454450123        454417759        454384660        454347931   
455038133     454990961        454949884        454910894        454872318        454833286        454795055        454758863        454723842        454689910        454655408        454621111        454585787        454551961        454518549        454484353        454450131        454417767        454384686        454347949   
455038141     454991019        454949892        454910902        454872326        454833310        454795063        454758871        454723867        454689944        454655416        454621129        454585795        454551979        454518556        454484155        454450149        454417775        454384694        454347782   
455038158     454991027        454949900        454910910        454872359        454833328        454795113        454758889        454723875        454689951        454655424        454621137        454585803        454551987        454518564        454484163        454450156        454417791        454384702        454347808   
455038166     454990813        454949918        454910720        454872367        454833336        454795121        454758897        454723883        454689969        454655440        454621145        454585811        454551995        454518572        454484197        454449935        454417577        454384710        454347816   
455038174     454990821        454949728        454910746        454872375        454833344        454794926        454758905        454723891        454689985        454655457        454621160        454585613        454552001        454518374        454484205        454449943        454417585        454384736        454347832   
455038182     454990839        454949736        454910753        454872391        454833377        454794934        454758681        454723693        454689779        454655465        454620956        454585621        454551797        454518408        454484213        454449950        454417619        454384504        454347840   
455037978     454990854        454949751        454910761        454872235        454833385        454794959        454758699        454723701        454689787        454655473        454620964        454585654        454551813        454518416        454484221        454449968        454417627        454384512        454347857   
455037986     454990862        454949769        454910779        454872250        454833211        454794975        454758707        454723719        454689795        454655481        454620972        454585662        454551821        454518424        454484239        454449976        454417635        454384538        454347865   
455038018     454990870        454949777        454910787        454872276        454833229        454794991        454758715        454723727        454689803        454655499        454620980        454585670        454551854        454518432        454484247        454449984        454417650        454384546        454347667   
455038026     454990888        454949785        454910811        454872284        454833237        454795006        454758723        454723743        454689811        454655283        454621004        454585688        454551870        454518457        454484056        454450016        454417668        454384553        454347709   
455038067     454990896        454949819        454910605        454872292        454833278        454794785        454758731        454723750        454689829        454655291        454621012        454585696        454551888        454518465        454484080        454450024        454417676        454384579        454347741   
455038075     454990904        454949827        454910621        454872094        454833070        454794819        454758798        454723594        454689845        454655309        454621053        454585704        454551896        454518291        454484098        454450032        454417684        454384587        454347758   
455037861     454990912        454949629        454910662        454872128        454833096        454794827        454758806        454723610        454689860        454655317        454620840        454585498        454551680        454518309        454484106        454449828        454417460        454384595        454347543   
455037887     454990714        454949694        454910688        454872136        454833112        454794843        454758582        454723628        454689878        454655333        454620857        454585506        454551706        454518317        454484114        454449851        454417478        454384603        454347550   
455037895     454990730        454949702        454910704        454872151        454833120        454794850        454758590        454723636        454689662        454655358        454620865        454585514        454551722        454518325        454484122        454449869        454417486        454384405        454347584   
455037903     454990755        454949710        454910498        454872177        454833146        454794868        454758608        454723644        454689670        454655366        454620873        454585522        454551730        454518333        454483934        454449877        454417494        454384413        454347592   
455037911     454990771        454949504        454910514        454871971        454833161        454794876        454758624        454723651        454689688        454655168        454620881        454585555        454551748        454518341        454483942        454449885        454417502        454384447        454347600   
455037929     454990789        454949512        454910522        454871989        454833179        454794694        454758632        454723669        454689696        454655176        454620899        454585563        454551763        454518358        454483959        454449893        454417528        454384462        454347618   
455037952     454990805        454949520        454910530        454872029        454832965        454794702        454758657        454723677        454689704        454655184        454620907        454585571        454551771        454518143        454483975        454449901        454417544        454384470        454347634   
455037754     454990599        454949538        454910548        454872037        454832981        454794710        454758665        454723487        454689712        454655192        454620915        454585589        454551789        454518150        454483991        454449919        454417551        454384280        454347428   
455037770     454990623        454949546        454910555        454872052        454833005        454794744        454758459        454723495        454689746        454655200        454620923        454585597        454551565        454518168        454484015        454449927        454417569        454384322        454347436   
455037796     454990631        454949553        454910563        454872060        454833013        454794769        454758467        454723503        454689761        454655218        454620949        454585373        454551573        454518176        454484023        454449711        454417353        454384348        454347469   
455037804     454990649        454949579        454910571        454871880        454833021        454794561        454758491        454723511        454689555        454655226        454620733        454585381        454551581        454518184        454484031        454449729        454417361        454384355        454347477   
455037812     454990656        454949595        454910597        454871898        454833039        454794579        454758509        454723545        454689563        454655234        454620766        454585407        454551599        454518192        454483827        454449745        454417379        454384363        454347493   
455037820     454990672        454949603        454910381        454871906        454833054        454794587        454758525        454723552        454689589        454655242        454620782        454585415        454551607        454518200        454483835        454449752        454417395        454384371        454347519   
455037838     454990680        454949397        454910407        454871914        454833062        454794595        454758558        454723578        454689597        454655267        454620790        454585423        454551623        454518218        454483843        454449778        454417403        454384157        454347303   
455037853     454990698        454949405        454910415        454871930        454832866        454794629        454758343        454723586        454689613        454655051        454620808        454585431        454551631        454518234        454483850        454449786        454417429        454384181        454347337   
455037630     454990482        454949413        454910423        454871963        454832874        454794637        454758350        454723370        454689621        454655069        454620816        454585449        454551649        454518242        454483868        454449794        454417437        454384207        454347394   
455037655     454990490        454949421        454910431        454871765        454832882        454794652        454758368        454723388        454689639        454655085        454620824        454585456        454551656        454518044        454483876        454449802        454417445        454384215        454347196   
455037663     454990508        454949462        454910449        454871773        454832890        454794660        454758376        454723404        454689647        454655101        454620634        454585464        454551664        454518051        454483892        454449810        454417452        454384223        454347204   
455037671     454990516        454949470        454910456        454871781        454832916        454794470        454758384        454723453        454689449        454655119        454620659        454585472        454551672        454518069        454483918        454449596        454417247        454384231        454347212   
455037697     454990524        454949496        454910464        454871815        454832924        454794488        454758392        454723461        454689456        454655127        454620667        454585480        454551466        454518077        454483926        454449604        454417270        454384249        454347246   
455037705     454990532        454949280        454910472        454871849        454832940        454794496        454758400        454723271        454689472        454655143        454620683        454585308        454551482        454518085        454483702        454449612        454417288        454384256        454347253   
455037713     454990540        454949306        454910480        454871658        454832957        454794504        454758418        454723289        454689480        454655150        454620691        454585316        454551490        454518101        454483736        454449620        454417296        454384041        454347279   
455037739     454990565        454949314        454910274        454871674        454832759        454794512        454758426        454723297        454689498        454654930        454620709        454585357        454551508        454518119        454483744        454449646        454417304        454384074        454347089   
455037747     454990573        454949322        454910282        454871682        454832767        454794520        454758434        454723305        454689514        454654948        454620717        454585365        454551516        454518127        454483751        454449661        454417320        454384090        454347097   
455037523     454990581        454949330        454910290        454871690        454832775        454794538        454758228        454723313        454689522        454654971        454620725        454585142        454551532        454518135        454483769        454449679        454417338        454384108        454347105   
455037564     454990383        454949348        454910308        454871724        454832783        454794546        454758244        454723339        454689530        454654989        454620527        454585159        454551540        454517939        454483777        454449695        454417346        454384116        454347147   
455037572     454990391        454949363        454910324        454871740        454832791        454794553        454758269        454723347        454689332        454655002        454620543        454585167        454551557        454517947        454483785        454449703        454417130        454384124        454346982   
455037598     454990417        454949371        454910340        454871534        454832809        454794355        454758277        454723354        454689340        454655010        454620550        454585175        454551342        454517954        454483801        454449489        454417155        454384132        454347006   
455037606     454990433        454949173        454910365        454871559        454832817        454794363        454758285        454723362        454689357        454655036        454620576        454585183        454551359        454517970        454483819        454449497        454417163        454383936        454347022   
455037440     454990441        454949181        454910183        454871583        454832825        454794371        454758301        454723156        454689365        454655044        454620584        454585191        454551367        454517988        454483595        454449505        454417171        454383944        454346867   
455037457     454990458        454949199        454910191        454871591        454832833        454794405        454758319        454723164        454689373        454654823        454620592        454585209        454551375        454517996        454483611        454449513        454417197        454383951        454346875   
455037473     454990466        454949207        454910217        454871617        454832841        454794413        454758327        454723172        454689381        454654856        454620600        454585217        454551383        454518002        454483629        454449521        454417205        454383977        454346883   
455037309     454990268        454949215        454910233        454871625        454832650        454794421        454758335        454723198        454689407        454654864        454620618        454585233        454551417        454518010        454483637        454449554        454417213        454383985        454346909   
455037317     454990276        454949231        454910258        454871419        454832668        454794439        454758129        454723206        454689415        454654872        454620626        454585035        454551425        454518036        454483645        454449562        454417221        454384009        454346933   
455037325     454990300        454949249        454910266        454871427        454832676        454794447        454758137        454723214        454689423        454654898        454620410        454585043        454551235        454517814        454483652        454449570        454417239        454384017        454346941   
455037333     454990318        454949272        454910068        454871435        454832684        454794249        454758145        454723230        454689431        454654906        454620428        454585050        454551250        454517822        454483660        454449588        454417015        454384025        454346958   
455037382     454990334        454949066        454910076        454871450        454832692        454794256        454758152        454723255        454689225        454654914        454620436        454585068        454551268        454517830        454483678        454449372        454417023        454384033        454346966   
455037390     454990342        454949074        454910084        454871476        454832700        454794272        454758160        454723057        454689233        454654922        454620444        454585084        454551284        454517871        454483686        454449380        454417049        454383829        454346792   
455037192     454990359        454949090        454910092        454871484        454832718        454794280        454758178        454723065        454689241        454654716        454620451        454585092        454551292        454517897        454483488        454449398        454417064        454383837        454346842   
455037200     454990144        454949108        454910100        454871492        454832726        454794298        454758186        454723073        454689258        454654732        454620469        454585100        454551318        454517905        454483496        454449406        454417080        454383845        454346685   
455037218     454990151        454949132        454910126        454871500        454832528        454794306        454758194        454723081        454689266        454654757        454620477        454585118        454551326        454517913        454483504        454449414        454417098        454383852        454346693   
455037259     454990169        454949140        454910134        454871518        454832536        454794314        454758202        454723107        454689274        454654765        454620501        454585126        454551128        454517921        454483512        454449422        454417114        454383860        454346735   


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455037267     454990177        454949165        454910167        454871328        454832544        454794322        454758020        454723115        454689282        454654781        454620519        454585134        454551151        454517715        454483538        454449430        454417122        454383878        454346743   
455037275     454990227        454948977        454909953        454871336        454832551        454794330        454758046        454723123        454689308        454654799        454620345        454584921        454551169        454517731        454483546        454449448        454416900        454383886        454346537   
455037283     454990037        454948993        454909961        454871344        454832569        454794157        454758053        454723131        454689316        454654807        454620352        454584947        454551177        454517749        454483561        454449455        454416918        454383902        454346545   
455037119     454990045        454949009        454909979        454871377        454832577        454794165        454758061        454722935        454689324        454654815        454620360        454584954        454551185        454517780        454483579        454449463        454416934        454383910        454346552   
455037150     454990060        454949017        454909987        454871393        454832585        454794173        454758079        454722950        454689126        454654591        454620378        454584962        454551193        454517806        454483587        454449471        454416942        454383928        454346578   
455037168     454990078        454949025        454909995        454871401        454832601        454794181        454758087        454722968        454689134        454654609        454620386        454584970        454551201        454517608        454483389        454449265        454416959        454383712        454346586   
455036988     454990086        454949033        454910001        454871237        454832619        454794199        454758095        454722976        454689142        454654617        454620196        454584988        454551219        454517616        454483397        454449273        454416975        454383720        454346594   
455037002     454990094        454949041        454910019        454871245        454832627        454794207        454757907        454722992        454689159        454654625        454620204        454584996        454551227        454517640        454483405        454449281        454416991        454383738        454346628   
455037010     454990102        454949058        454910027        454871252        454832411        454794215        454757931        454723008        454689167        454654641        454620212        454585001        454551011        454517657        454483413        454449299        454417007        454383746        454346446   
455037028     454990136        454948845        454910035        454871260        454832429        454794231        454757949        454723016        454689175        454654658        454620238        454585019        454551029        454517665        454483421        454449307        454416801        454383779        454346453   
455037036     454989922        454948860        454910043        454871286        454832437        454794025        454757964        454723032        454689191        454654666        454620246        454585027        454551037        454517673        454483439        454449323        454416819        454383787        454346479   
455037051     454989930        454948878        454910050        454871088        454832452        454794074        454757972        454722844        454689217        454654682        454620253        454584814        454551045        454517681        454483462        454449331        454416827        454383795        454346503   
455037069     454989948        454948886        454909854        454871104        454832478        454794090        454757980        454722851        454688995        454654708        454620279        454584830        454551060        454517699        454483470        454449349        454416835        454383605        454346511   
455036871     454989955        454948894        454909888        454871112        454832486        454794108        454757790        454722869        454689001        454654492        454620287        454584848        454551078        454517707        454483272        454449356        454416843        454383613        454346305   
455036897     454989963        454948902        454909912        454871120        454832494        454794116        454757808        454722877        454689019        454654500        454620295        454584855        454551094        454517509        454483298        454449364        454416850        454383621        454346321   
455036905     454989997        454948910        454909946        454871146        454832502        454794124        454757816        454722885        454689035        454654526        454620089        454584863        454551102        454517517        454483322        454449158        454416868        454383639        454346354   
455036913     454990011        454948936        454909748        454871153        454832510        454793910        454757857        454722893        454689043        454654534        454620097        454584871        454551110        454517525        454483348        454449182        454416884        454383647        454346362   
455036954     454990029        454948738        454909763        454871161        454832304        454793928        454757873        454722901        454689068        454654559        454620105        454584905        454550906        454517533        454483355        454449190        454416892        454383654        454346388   
455036772     454989815        454948746        454909789        454871195        454832312        454793951        454757881        454722927        454689076        454654567        454620113        454584913        454550914        454517541        454483363        454449208        454416678        454383670        454346412   
455036780     454989823        454948779        454909797        454870965        454832338        454793969        454757683        454722711        454689084        454654377        454620121        454584715        454550922        454517558        454483371        454449216        454416686        454383688        454346206   
455036798     454989849        454948787        454909805        454870973        454832346        454794009        454757691        454722729        454689100        454654385        454620139        454584731        454550930        454517566        454483165        454449224        454416694        454383498        454346230   
455036814     454989864        454948795        454909821        454870999        454832353        454794017        454757709        454722737        454688888        454654401        454620162        454584749        454550948        454517574        454483173        454449232        454416702        454383506        454346255   
455036830     454989880        454948803        454909847        454871005        454832361        454793829        454757717        454722752        454688896        454654419        454620170        454584764        454550955        454517582        454483207        454449240        454416710        454383514        454346263   
455036848     454989906        454948837        454909623        454871013        454832379        454793845        454757733        454722760        454688904        454654427        454619974        454584772        454550963        454517590        454483215        454449257        454416728        454383522        454346271   
455036855     454989914        454948639        454909649        454871039        454832387        454793852        454757758        454722778        454688912        454654435        454619982        454584780        454550971        454517392        454483223        454449042        454416736        454383530        454346289   
455036640     454989716        454948688        454909656        454871054        454832395        454793886        454757766        454722786        454688920        454654443        454619990        454584806        454550989        454517400        454483231        454449059        454416751        454383548        454346107   
455036657     454989724        454948712        454909664        454871062        454832197        454793894        454757774        454722794        454688938        454654450        454620006        454584608        454550997        454517418        454483249        454449067        454416769        454383555        454346123   
455036681     454989740        454948720        454909672        454871070        454832205        454793688        454757576        454722802        454688946        454654476        454620022        454584616        454551003        454517434        454483256        454449075        454416785        454383563        454346149   
455036699     454989757        454948506        454909706        454870866        454832213        454793696        454757584        454722810        454688953        454654260        454620048        454584624        454550807        454517459        454483264        454449083        454416579        454383571        454345984   
455036707     454989773        454948514        454909714        454870874        454832221        454793720        454757600        454722612        454688961        454654278        454620063        454584632        454550815        454517467        454483058        454449091        454416587        454383589        454345992   
455036715     454989807        454948530        454909722        454870916        454832239        454793753        454757626        454722620        454688979        454654286        454620071        454584640        454550823        454517475        454483066        454449109        454416595        454383597        454346008   
455036723     454989625        454948548        454909730        454870924        454832247        454793761        454757634        454722638        454688987        454654294        454619867        454584673        454550831        454517483        454483074        454449125        454416629        454383399        454346016   
455036533     454989641        454948563        454909516        454870957        454832270        454793787        454757659        454722646        454688771        454654310        454619875        454584699        454550849        454517491        454483082        454449133        454416637        454383407        454346057   
455036566     454989658        454948571        454909524        454870759        454832288        454793795        454757667        454722653        454688789        454654336        454619925        454584707        454550864        454517285        454483090        454449141        454416645        454383415        454346065   
455036582     454989674        454948589        454909557        454870767        454832296        454793571        454757675        454722661        454688797        454654344        454619933        454584491        454550880        454517293        454483108        454448937        454416454        454383449        454345893   
455036616     454989690        454948597        454909565        454870775        454832080        454793589        454757469        454722679        454688813        454654369        454619941        454584509        454550898        454517319        454483116        454448952        454416462        454383456        454345901   
455036632     454989484        454948605        454909573        454870809        454832098        454793605        454757477        454722687        454688839        454654146        454619958        454584517        454550690        454517327        454483124        454448960        454416470        454383464        454345935   
455036459     454989492        454948399        454909581        454870817        454832106        454793613        454757501        454722703        454688847        454654153        454619776        454584525        454550708        454517335        454483140        454448978        454416488        454383480        454345802   
455036491     454989518        454948415        454909599        454870643        454832114        454793621        454757519        454722497        454688862        454654187        454619784        454584533        454550716        454517343        454483157        454449000        454416496        454383258        454344052   
455036509     454989542        454948423        454909607        454870650        454832122        454793654        454757527        454722505        454688664        454654195        454619800        454584558        454550724        454517368        454482944        454449018        454416520        454383266        454342981   
455036525     454989559        454948431        454909409        454870684        454832130        454793662        454757535        454722513        454688672        454654229        454619826        454584566        454550732        454517376        454482951        454449026        454416538        454383274        454341868   
455036319     454989385        454948449        454909417        454870692        454832148        454793456        454757543        454722521        454688722        454654237        454619834        454584574        454550740        454517384        454482969        454449034        454416546        454383282        454339334   
455036327     454989401        454948456        454909425        454870700        454832155        454793472        454757550        454722547        454688730        454654245        454619842        454584582        454550757        454517186        454482977        454448820        454416553        454383290        454338393   
455036335     454989419        454948472        454909441        454870734        454832163        454793480        454757568        454722554        454688748        454654039        454619859        454584590        454550765        454517194        454482985        454448838        454416348        454383308        454337437   
455036376     454989427        454948480        454909458        454870742        454832171        454793522        454757378        454722570        454688763        454654047        454619677        454584400        454550773        454517202        454482993        454448861        454416355        454383316        454336793   
455036228     454989435        454948498        454909482        454870544        454832189        454793530        454757394        454722596        454688557        454654054        454619685        454584434        454550799        454517210        454483009        454448879        454416363        454383324        454336462   
455036236     454989443        454948290        454909490        454870577        454831975        454793548        454757402        454722380        454688565        454654062        454619693        454584442        454550591        454517228        454483017        454448887        454416371        454383357        454335829   
455036244     454989450        454948316        454909508        454870585        454831983        454793555        454757410        454722398        454688581        454654070        454619727        454584475        454550609        454517236        454483025        454448895        454416389        454383126        454335670   
455036251     454989476        454948324        454909300        454870593        454832007        454793332        454757428        454722406        454688599        454654088        454619735        454584483        454550625        454517244        454483033        454448903        454416397        454383142        454334855   
455036269     454989260        454948340        454909318        454870619        454832023        454793357        454757246        454722422        454688607        454654112        454619743        454584285        454550633        454517251        454483041        454448911        454416413        454383159        454332800   
455036285     454989278        454948357        454909326        454870627        454832056        454793399        454757261        454722448        454688623        454654120        454619750        454584293        454550641        454517269        454482837        454448929        454416421        454383167        454332867   
455036293     454989286        454948365        454909342        454870445        454832064        454793415        454757279        454722455        454688649        454654138        454619537        454584319        454550658        454517277        454482845        454448713        454416439        454383175        454330457   
455036095     454989294        454948175        454909359        454870452        454832072        454793423        454757287        454722463        454688441        454653924        454619552        454584327        454550666        454517061        454482852        454448721        454416223        454383183        454330465   
455036103     454989310        454948191        454909367        454870460        454831868        454793449        454757295        454722273        454688458        454653932        454619560        454584335        454550682        454517079        454482860        454448739        454416231        454383191        454330218   
455036145     454989336        454948209        454909375        454870478        454831876        454793217        454757303        454722281        454688466        454653940        454619578        454584343        454550476        454517087        454482878        454448754        454416249        454383209        454329772   
455036152     454989344        454948217        454909383        454870486        454831892        454793225        454757311        454722307        454688474        454653957        454619586        454584350        454550484        454517095        454482886        454448762        454416256        454383225        454329111   
455036160     454989351        454948225        454909391        454870510        454831918        454793233        454757139        454722315        454688490        454653965        454619602        454584368        454550492        454517137        454482894        454448770        454416264        454383019        454327891   
455036178     454989369        454948233        454909219        454870528        454831934        454793241        454757147        454722323        454688508        454653981        454619610        454584376        454550500        454517145        454482910        454448788        454416272        454383035        454324351   
455035980     454989153        454948241        454909227        454870312        454831942        454793266        454757154        454722331        454688516        454653999        454619628        454584384        454550526        454517160        454482928        454448804        454416280        454383043        454323916   
455036004     454989179        454948258        454909243        454870320        454831967        454793274        454757162        454722349        454688524        454654013        454619412        454584186        454550534        454516964        454482936        454448812        454416298        454383050        454320433   
455036020     454989195        454948266        454909250        454870346        454831751        454793282        454757170        454722356        454688532        454654021        454619420        454584194        454550542        454516998        454482720        454448614        454416306        454383068        454320011   
455036038     454989203        454948050        454909276        454870361        454831769        454793324        454757188        454722158        454688540        454653817        454619438        454584210        454550559        454517004        454482738        454448622        454416322        454383076        454319831   
455036046     454989211        454948068        454909284        454870379        454831785        454793100        454757196        454722166        454688342        454653825        454619446        454584244        454550567        454517020        454482746        454448630        454416108        454383084        454318205   
455036061     454989229        454948076        454909094        454870387        454831793        454793118        454757204        454722190        454688359        454653833        454619453        454584251        454550575        454517046        454482761        454448648        454416116        454383092        454317827   
455035873     454989237        454948084        454909102        454870403        454831801        454793134        454757212        454722208        454688367        454653866        454619479        454584269        454550385        454517053        454482779        454448655        454416124        454383100        454317264   
455035899     454989245        454948092        454909128        454870411        454831835        454793142        454757022        454722224        454688375        454653874        454619503        454584277        454550393        454516824        454482787        454448663        454416132        454383118        454317124   
455035766     454989054        454948100        454909144        454870205        454831850        454793159        454757048        454722232        454688391        454653882        454619511        454584061        454550401        454516832        454482795        454448671        454416140        454382912        454316878   
455035774     454989062        454948126        454909151        454870213        454831645        454793167        454757055        454722240        454688409        454653692        454619305        454584087        454550427        454516857        454482803        454448689        454416157        454382920        454316746   
455035816     454989088        454948142        454909185        454870239        454831652        454793175        454757063        454722042        454688219        454653718        454619321        454584095        454550450        454516865        454482811        454448697        454416165        454382938        454316340   
455035824     454989104        454948159        454908971        454870247        454831660        454793191        454757071        454722059        454688235        454653742        454619339        454584103        454550468        454516881        454482829        454448705        454416173        454382946        454316084   
455035832     454989112        454948167        454908989        454870254        454831686        454793209        454757089        454722067        454688250        454653759        454619347        454584129        454550252        454516899        454482605        454448507        454416181        454382979        454315227   
455035675     454989120        454947946        454908997        454870262        454831694        454793001        454757097        454722091        454688268        454653767        454619354        454584137        454550260        454516907        454482613        454448515        454416215        454382995        454315235   
455035717     454989146        454947953        454909003        454870288        454831710        454793027        454757105        454722117        454688276        454653775        454619396        454584145        454550286        454516915        454482621        454448523        454415985        454383001        454314980   


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455035733     454988932        454947961        454909011        454870296        454831736        454793035        454757113        454722133        454688284        454653783        454619206        454584152        454550294        454516931        454482639        454448531        454415993        454382797        454314105   
455035741     454988957        454947979        454909029        454870304        454831744        454793043        454757121        454722141        454688110        454653791        454619214        454584160        454550302        454516949        454482647        454448549        454416017        454382805        454313313   
455035758     454988965        454947987        454909037        454870098        454831538        454793050        454756917        454721937        454688128        454653585        454619230        454583964        454550310        454516758        454482654        454448556        454416041        454382813        454312893   
455035543     454988973        454948001        454909052        454870106        454831553        454793068        454756925        454721945        454688136        454653593        454619248        454583980        454550328        454516766        454482688        454448564        454416058        454382821        454312547   
455035550     454989005        454948019        454909060        454870114        454831561        454793076        454756933        454721978        454688144        454653601        454619255        454583998        454550336        454516774        454482696        454448572        454416066        454382839        454311853   
455035568     454989013        454948027        454909078        454870122        454831595        454793084        454756941        454721986        454688151        454653619        454619271        454584004        454550344        454516782        454482712        454448580        454416074        454382854        454310699   
455035592     454989039        454948035        454908864        454870130        454831603        454793092        454756958        454722018        454688177        454653650        454619289        454584012        454550351        454516808        454482506        454448598        454416082        454382862        454310434   
455035600     454988833        454948043        454908872        454870148        454831629        454792888        454756966        454722026        454688193        454653676        454619099        454584020        454550138        454516816        454482514        454448382        454416090        454382870        454309717   
455035618     454988858        454947839        454908880        454870155        454831637        454792896        454756974        454722034        454688201        454653486        454619107        454584038        454550146        454516600        454482522        454448390        454415878        454382888        454307133   
455035642     454988866        454947847        454908898        454870163        454831421        454792904        454756982        454721846        454688011        454653494        454619115        454584046        454550153        454516618        454482530        454448408        454415886        454382896        454306028   
455035451     454988908        454947870        454908914        454870171        454831439        454792912        454757014        454721853        454688029        454653510        454619131        454584053        454550161        454516626        454482548        454448432        454415894        454382680        454305830   
455035485     454988916        454947896        454908922        454870189        454831447        454792920        454756800        454721861        454688037        454653528        454619156        454583873        454550179        454516634        454482555        454448457        454415902        454382698        454305103   
455035493     454988924        454947904        454908930        454870197        454831488        454792938        454756826        454721879        454688045        454653536        454619164        454583881        454550187        454516642        454482563        454448465        454415910        454382706        454304247   
455035519     454988726        454947912        454908948        454869991        454831496        454792946        454756834        454721887        454688052        454653544        454619180        454583899        454550195        454516659        454482571        454448473        454415928        454382714        454303272   
455035337     454988734        454947920        454908955        454870015        454831512        454792953        454756842        454721895        454688060        454653551        454618984        454583907        454550211        454516667        454482589        454448267        454415944        454382722        454300435   
455035402     454988767        454947938        454908963        454870023        454831520        454792961        454756859        454721903        454688078        454653569        454618992        454583923        454550237        454516675        454482597        454448275        454415951        454382730        454299058   
455035410     454988775        454947722        454908757        454870049        454831314        454792987        454756867        454721739        454688094        454653577        454619008        454583931        454550013        454516683        454482407        454448283        454415969        454382748        454297854   
455035220     454988783        454947763        454908765        454870056        454831322        454792771        454756875        454721747        454688102        454653361        454619016        454583949        454550021        454516691        454482415        454448309        454415977        454382755        454297623   
455035253     454988791        454947805        454908799        454870064        454831330        454792797        454756883        454721754        454687906        454653387        454619024        454583956        454550054        454516493        454482423        454448317        454415761        454382763        454296757   
455035279     454988809        454947607        454908807        454869876        454831355        454792813        454756891        454721762        454687914        454653411        454619032        454583766        454550062        454516501        454482431        454448333        454415779        454382789        454296369   
455035287     454988817        454947615        454908815        454869884        454831363        454792821        454756909        454721770        454687922        454653429        454619040        454583774        454550070        454516519        454482449        454448341        454415787        454382565        454295460   
455035303     454988601        454947631        454908823        454869892        454831371        454792839        454756693        454721788        454687955        454653437        454619057        454583782        454550088        454516527        454482456        454448358        454415795        454382573        454294901   
455035113     454988619        454947649        454908831        454869900        454831389        454792847        454756701        454721796        454687963        454653452        454619073        454583790        454550096        454516550        454482464        454448135        454415803        454382581        454293523   
455035139     454988635        454947680        454908849        454869918        454831397        454792854        454756719        454721804        454687971        454653460        454618893        454583808        454550112        454516584        454482472        454448143        454415811        454382599        454292137   
455035154     454988643        454947706        454908856        454869926        454831207        454792870        454756727        454721812        454687997        454653254        454618901        454583816        454550120        454516592        454482480        454448150        454415829        454382607        454289380   
455035162     454988650        454947490        454908625        454869934        454831215        454792664        454756735        454721820        454688003        454653262        454618935        454583832        454549908        454516402        454482498        454448168        454415837        454382623        454289224   
455034991     454988668        454947516        454908641        454869942        454831231        454792672        454756743        454721622        454687799        454653288        454618968        454583840        454549916        454516428        454482274        454448176        454415845        454382631        454287459   
455035006     454988692        454947532        454908658        454869959        454831249        454792680        454756784        454721630        454687807        454653296        454618752        454583634        454549924        454516436        454482290        454448184        454415852        454382656        454287269   
455035030     454988494        454947557        454908666        454869967        454831256        454792698        454756792        454721648        454687815        454653304        454618760        454583642        454549932        454516444        454482308        454448192        454415860        454382664        454287319   
455035089     454988502        454947565        454908674        454869769        454831272        454792714        454756594        454721655        454687823        454653312        454618786        454583659        454549957        454516451        454482316        454448200        454415654        454382672        454284944   
455035097     454988544        454947599        454908682        454869785        454831280        454792722        454756602        454721663        454687831        454653320        454618802        454583683        454549965        454516469        454482332        454448218        454415662        454382458        454284795   
455034884     454988569        454947433        454908690        454869801        454831298        454792755        454756610        454721671        454687849        454653338        454618810        454583691        454549981        454516485        454482340        454448234        454415670        454382474        454282328   
455034900     454988577        454947474        454908708        454869819        454831306        454792763        454756628        454721689        454687856        454653346        454618828        454583709        454549999        454516287        454482357        454448028        454415688        454382482        454281676   
455034934     454988585        454947193        454908724        454869835        454831090        454792557        454756636        454721713        454687864        454653353        454618836        454583527        454550005        454516303        454482365        454448036        454415704        454382490        454279704   
455034942     454988403        454947201        454908732        454869843        454831116        454792565        454756644        454721721        454687872        454653148        454618844        454583543        454549791        454516345        454482373        454448069        454415712        454382516        454279779   
455034801     454988429        454947219        454908518        454869850        454831124        454792581        454756669        454721515        454687880        454653155        454618646        454583550        454549817        454516352        454482381        454448085        454415720        454382524        454278714   
455034827     454988437        454947227        454908526        454869868        454831132        454792599        454756677        454721523        454687898        454653163        454618653        454583568        454549825        454516360        454482399        454448101        454415738        454382532        454277773   
455034843     454988445        454947243        454908534        454869686        454831140        454792607        454756495        454721549        454687690        454653197        454618661        454583576        454549841        454516378        454482183        454448119        454415746        454382557        454277799   
455034868     454988452        454947078        454908559        454869694        454831165        454792615        454756503        454721556        454687708        454653205        454618679        454583584        454549874        454516386        454482191        454447913        454415753        454382326        454277427   
455034876     454988486        454947086        454908575        454869710        454831173        454792623        454756511        454721564        454687716        454653213        454618695        454583592        454549882        454516170        454482209        454447921        454415548        454382334        454277435   
455034660     454988270        454947094        454908583        454869736        454831181        454792631        454756529        454721572        454687724        454653221        454618703        454583600        454549684        454516188        454482217        454447939        454415555        454382359        454275793   
455034686     454988288        454947102        454908591        454869744        454831199        454792466        454756537        454721580        454687732        454653247        454618729        454583618        454549692        454516204        454482225        454447947        454415563        454382375        454275660   
455034702     454988304        454947110        454908609        454869751        454830985        454792474        454756545        454721598        454687740        454653031        454618737        454583410        454549700        454516212        454482233        454447962        454415571        454382383        454274846   
455034751     454988320        454947128        454908617        454869538        454830993        454792524        454756552        454721606        454687757        454653049        454618539        454583428        454549718        454516220        454482258        454448002        454415605        454382409        454274366   
455034769     454988346        454947136        454908401        454869553        454831009        454792532        454756560        454721614        454687781        454653064        454618570        454583436        454549734        454516238        454482068        454448010        454415621        454382417        454273897   
455034579     454988353        454947144        454908419        454869561        454831017        454792540        454756578        454721408        454687575        454653080        454618588        454583444        454549767        454516261        454482076        454447806        454415639        454382425        454273566   
455034595     454988361        454947151        454908427        454869579        454831041        454792334        454756586        454721416        454687609        454653098        454618604        454583451        454549783        454516279        454482084        454447814        454415647        454382433        454273517   
455034603     454988379        454947169        454908435        454869595        454831058        454792359        454756396        454721424        454687617        454653106        454618638        454583469        454549585        454516071        454482092        454447822        454415449        454382441        454269754   
455034611     454988163        454947177        454908450        454869611        454831074        454792367        454756404        454721432        454687625        454653114        454618422        454583477        454549593        454516113        454482100        454447830        454415456        454382219        454267774   
455034629     454988171        454946963        454908468        454869629        454831082        454792375        454756412        454721440        454687633        454653122        454618430        454583485        454549627        454516121        454482134        454447871        454415464        454382227        454266701   
455034637     454988189        454946997        454908476        454869637        454830878        454792409        454756420        454721457        454687641        454653130        454618448        454583493        454549643        454516147        454482159        454447889        454415480        454382235        454264821   
455034645     454988197        454947003        454908484        454869645        454830886        454792417        454756438        454721473        454687658        454652934        454618455        454583501        454549668        454516162        454482167        454447905        454415498        454382243        454264169   
455034447     454988213        454947011        454908492        454869421        454830894        454792219        454756446        454721481        454687666        454652942        454618463        454583519        454549676        454515974        454481953        454447699        454415506        454382250        454262098   
455034454     454988221        454947029        454908500        454869439        454830902        454792227        454756461        454721507        454687674        454652959        454618471        454583303        454549478        454515982        454481961        454447707        454415514        454382268        454261090   
455034462     454988239        454947052        454908302        454869454        454830910        454792235        454756289        454721291        454687476        454652975        454618489        454583311        454549486        454515990        454481979        454447715        454415522        454382276        454260837   
455034470     454988262        454947060        454908310        454869470        454830936        454792243        454756313        454721309        454687484        454652983        454618497        454583329        454549494        454516006        454481987        454447731        454415530        454382284        454260472   
455034520     454988056        454946856        454908328        454869488        454830944        454792250        454756321        454721325        454687492        454652991        454618505        454583337        454549502        454516030        454481995        454447749        454415324        454382102        454260407   
455034355     454988064        454946864        454908336        454869496        454830951        454792276        454756339        454721341        454687500        454653007        454618513        454583345        454549510        454516048        454482001        454447764        454415332        454382110        454260126   
455034371     454988072        454946872        454908344        454869512        454830969        454792284        454756347        454721374        454687518        454653015        454618521        454583360        454549528        454516063        454482019        454447798        454415340        454382128        454259433   
455034397     454988098        454946880        454908351        454869314        454830761        454792292        454756354        454721382        454687526        454653023        454618315        454583378        454549536        454515867        454482027        454447574        454415357        454382136        454259466   
455034405     454988130        454946898        454908369        454869322        454830779        454792300        454756388        454721390        454687534        454652835        454618323        454583386        454549544        454515875        454482035        454447616        454415373        454382144        454258179   
455034421     454988155        454946906        454908377        454869330        454830787        454792094        454756172        454721184        454687542        454652850        454618331        454583402        454549551        454515883        454482043        454447624        454415399        454382177        454257940   
455034439     454987942        454946914        454908385        454869355        454830795        454792110        454756180        454721192        454687559        454652868        454618364        454583196        454549577        454515909        454482050        454447632        454415407        454382185        454256900   
455034231     454987967        454946922        454908393        454869371        454830803        454792136        454756198        454721218        454687567        454652876        454618372        454583204        454549361        454515917        454481847        454447640        454415415        454382193        454256165   
455034272     454987975        454946930        454908187        454869389        454830811        454792169        454756206        454721226        454687351        454652884        454618380        454583212        454549379        454515933        454481854        454447665        454415423        454381989        454254913   
455034306     454987983        454946948        454908211        454869397        454830837        454792185        454756230        454721234        454687385        454652892        454618398        454583220        454549387        454515941        454481862        454447673        454415209        454381997        454254491   
455034314     454987991        454946955        454908229        454869405        454830845        454792193        454756248        454721242        454687393        454652900        454618414        454583238        454549403        454515966        454481870        454447681        454415241        454382003        454252966   
455034322     454988015        454946740        454908237        454869413        454830852        454792201        454756255        454721259        454687419        454652918        454618208        454583246        454549411        454515750        454481920        454447467        454415258        454382011        454252354   
455034116     454988049        454946757        454908245        454869207        454830662        454792011        454756263        454721267        454687435        454652926        454618216        454583253        454549429        454515768        454481938        454447475        454415266        454382037        454252297   
455034124     454987835        454946765        454908252        454869215        454830670        454792078        454756271        454721275        454687443        454652736        454618224        454583261        454549437        454515784        454481946        454447483        454415290        454382045        454252099   
455034140     454987850        454946781        454908260        454869223        454830688        454791872        454756131        454721283        454687450        454652751        454618240        454583279        454549445        454515792        454481748        454447491        454415308        454382052        454251125   
455034165     454987868        454946799        454908278        454869256        454830696        454791880        454756149        454721077        454687245        454652785        454618265        454583287        454549452        454515818        454481755        454447517        454415316        454382060        454251042   
455034181     454987884        454946807        454908286        454869280        454830704        454791906        454755984        454721085        454687260        454652793        454618273        454583097        454549460        454515826        454481763        454447525        454415084        454382078        454250705   


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455034199     454987900        454946815        454908070        454869298        454830712        454791914        454756008        454721093        454687278        454652801        454618281        454583105        454549247        454515834        454481771        454447533        454415092        454382086        454250531   
455034207     454987926        454946823        454908088        454869306        454830720        454791922        454756016        454721101        454687294        454652827        454618299        454583113        454549262        454515842        454481789        454447541        454415100        454381872        454249814   
455034215     454987744        454946633        454908096        454869116        454830738        454791930        454756024        454721119        454687302        454652629        454618307        454583121        454549270        454515859        454481797        454447558        454415118        454381906        454248063   
455034025     454987769        454946641        454908104        454869132        454830746        454791955        454756032        454721127        454687310        454652637        454618109        454583139        454549288        454515644        454481813        454447566        454415126        454381922        454247503   
455034066     454987777        454946658        454908112        454869165        454830548        454791963        454756057        454721135        454687328        454652645        454618117        454583147        454549296        454515669        454481821        454447350        454415134        454381930        454247453   
455034074     454987793        454946690        454908120        454869181        454830555        454791971        454755851        454721143        454687138        454652652        454618125        454583154        454549312        454515677        454481631        454447384        454415142        454381971        454247198   
455034082     454987801        454946708        454908138        454869199        454830563        454791765        454755869        454721150        454687146        454652660        454618133        454583162        454549320        454515685        454481649        454447392        454415159        454381757        454246117   
455034090     454987819        454946716        454908146        454868985        454830571        454791773        454755877        454721168        454687153        454652694        454618141        454583170        454549338        454515693        454481656        454447400        454415167        454381765        454244732   
455033894     454987603        454946724        454908153        454868993        454830589        454791781        454755885        454720970        454687161        454652702        454618158        454583188        454549346        454515701        454481664        454447418        454415175        454381773        454244013   
455033902     454987611        454946732        454908179        454869017        454830605        454791799        454755893        454720988        454687187        454652710        454618166        454582974        454549130        454515719        454481672        454447426        454415183        454381807        454243767   
455033910     454987629        454946534        454907965        454869025        454830613        454791807        454755919        454720996        454687203        454652728        454618174        454582990        454549148        454515727        454481680        454447442        454414970        454381823        454242900   
455033951     454987637        454946542        454907973        454869033        454830639        454791815        454755943        454721010        454687211        454652504        454618182        454583006        454549155        454515735        454481714        454447459        454414988        454381831        454242561   
455033969     454987652        454946575        454907981        454869041        454830647        454791823        454755737        454721028        454687237        454652512        454618190        454583014        454549163        454515743        454481722        454447244        454414996        454381849        454242009   
455033977     454987660        454946583        454907999        454869066        454830456        454791831        454755745        454721036        454687021        454652520        454617986        454583022        454549171        454515552        454481730        454447269        454415001        454381856        454241571   
455033787     454987694        454946591        454908005        454869074        454830464        454791849        454755752        454721044        454687039        454652546        454617994        454583048        454549189        454515578        454481524        454447285        454415019        454381641        454241365   
455033811     454987496        454946609        454908013        454868878        454830472        454791856        454755794        454721051        454687047        454652553        454618000        454583063        454549197        454515586        454481532        454447293        454415035        454381658        454240524   
455033829     454987512        454946625        454908021        454868886        454830480        454791864        454755802        454721069        454687054        454652579        454618034        454583071        454549205        454515602        454481540        454447301        454415076        454381690        454239385   
455033837     454987546        454946419        454908039        454868894        454830498        454791658        454755828        454720855        454687070        454652587        454618042        454582875        454549213        454515610        454481557        454447319        454414863        454381708        454238742   
455033886     454987553        454946427        454908047        454868902        454830514        454791666        454755844        454720863        454687096        454652603        454618083        454582883        454549221        454515628        454481565        454447327        454414889        454381716        454236316   
455033688     454987561        454946435        454908062        454868910        454830522        454791674        454755620        454720871        454687104        454652611        454617887        454582891        454549023        454515636        454481573        454447335        454414905        454381724        454236183   
455033712     454987579        454946450        454907858        454868928        454830324        454791682        454755638        454720889        454687112        454652397        454617903        454582909        454549049        454515438        454481581        454447343        454414913        454381732        454234634   
455033720     454987595        454946468        454907866        454868936        454830332        454791690        454755646        454720897        454686916        454652421        454617911        454582917        454549056        454515453        454481599        454447137        454414921        454381740        454233099   
455033753     454987389        454946476        454907874        454868969        454830340        454791708        454755653        454720905        454686924        454652439        454617937        454582925        454549064        454515461        454481607        454447152        454414947        454381542        454232711   
455033779     454987397        454946484        454907882        454868779        454830357        454791716        454755661        454720913        454686932        454652447        454617945        454582933        454549072        454515479        454481615        454447160        454414954        454381559        454231622   
455033571     454987405        454946492        454907890        454868811        454830381        454791724        454755679        454720921        454686957        454652454        454617960        454582941        454549080        454515487        454481623        454447178        454414764        454381567        454230848   
455033589     454987413        454946500        454907908        454868829        454830399        454791732        454755687        454720939        454686965        454652462        454617978        454582958        454549098        454515503        454481417        454447186        454414772        454381575        454230210   
455033597     454987421        454946518        454907916        454868852        454830407        454791740        454755695        454720947        454686973        454652470        454617762        454582966        454549106        454515511        454481425        454447194        454414798        454381583        454228495   
455033605     454987488        454946302        454907924        454868860        454830415        454791757        454755703        454720749        454686981        454652488        454617770        454582750        454549122        454515529        454481433        454447202        454414806        454381609        454227166   
455033621     454987298        454946310        454907932        454868654        454830423        454791542        454755711        454720756        454686999        454652496        454617796        454582768        454548918        454515313        454481441        454447210        454414814        454381617        454226853   
455033639     454987306        454946328        454907940        454868670        454830217        454791559        454755729        454720764        454687005        454652298        454617804        454582776        454548926        454515339        454481458        454447228        454414822        454381625        454226523   
455033662     454987330        454946336        454907957        454868688        454830225        454791567        454755513        454720772        454686817        454652306        454617812        454582784        454548934        454515347        454481466        454447020        454414830        454381427        454225418   
455033472     454987363        454946344        454907742        454868696        454830233        454791575        454755521        454720780        454686825        454652330        454617820        454582792        454548942        454515354        454481474        454447038        454414855        454381435        454225152   
455033480     454987173        454946351        454907759        454868704        454830241        454791583        454755539        454720806        454686833        454652348        454617838        454582800        454548959        454515362        454481482        454447046        454414640        454381468        454224692   
455033498     454987207        454946369        454907767        454868712        454830258        454791591        454755547        454720814        454686841        454652355        454617846        454582818        454548967        454515370        454481490        454447053        454414673        454381476        454220351   
455033522     454987215        454946393        454907775        454868738        454830266        454791609        454755554        454720848        454686858        454652363        454617853        454582826        454548983        454515388        454481508        454447061        454414681        454381484        454219502   
455033555     454987223        454946401        454907791        454868548        454830274        454791617        454755562        454720632        454686866        454652371        454617861        454582842        454549007        454515396        454481516        454447079        454414699        454381492        454218975   
455033340     454987231        454946195        454907809        454868555        454830282        454791625        454755570        454720640        454686882        454652389        454617655        454582669        454548819        454515420        454481300        454447087        454414707        454381500        454218744   
455033357     454987249        454946211        454907817        454868563        454830290        454791633        454755588        454720657        454686684        454652173        454617663        454582677        454548827        454515206        454481318        454447095        454414715        454381518        454217498   
455033407     454987256        454946237        454907825        454868571        454830308        454791641        454755596        454720681        454686700        454652181        454617689        454582685        454548843        454515214        454481326        454447103        454414723        454381526        454216276   
455033415     454987264        454946245        454907833        454868589        454830316        454791443        454755612        454720699        454686726        454652199        454617697        454582693        454548868        454515230        454481334        454447129        454414731        454381328        454215633   
455033423     454987082        454946252        454907841        454868597        454830092        454791450        454755406        454720707        454686734        454652223        454617721        454582701        454548876        454515248        454481342        454446915        454414749        454381336        454214891   
455033431     454987108        454946260        454907635        454868605        454830100        454791468        454755414        454720715        454686742        454652249        454617747        454582727        454548900        454515263        454481359        454446923        454414533        454381344        454212176   
455033449     454987116        454946278        454907650        454868613        454830134        454791476        454755422        454720723        454686759        454652264        454617754        454582735        454548702        454515271        454481367        454446931        454414541        454381351        454211764   
455033241     454987124        454946286        454907668        454868621        454830167        454791484        454755430        454720731        454686767        454652272        454617549        454582743        454548710        454515289        454481375        454446949        454414558        454381369        454210253   
455033266     454987157        454946294        454907676        454868647        454830191        454791492        454755448        454720517        454686775        454652058        454617564        454582537        454548728        454515305        454481383        454446956        454414574        454381377        454210279   
455033274     454986944        454946088        454907684        454868423        454830209        454791500        454755455        454720533        454686783        454652066        454617572        454582552        454548736        454515099        454481391        454446964        454414582        454381385        454210311   
455033324     454986951        454946112        454907692        454868456        454829995        454791518        454755463        454720558        454686791        454652074        454617580        454582560        454548744        454515115        454481409        454446972        454414590        454381393        454208968   
455033126     454986977        454946120        454907718        454868514        454830019        454791526        454755471        454720566        454686569        454652090        454617598        454582578        454548751        454515123        454481193        454446998        454414608        454381419        454207200   
455033167     454986985        454946146        454907726        454868530        454830027        454791534        454755489        454720574        454686577        454652108        454617614        454582586        454548769        454515131        454481201        454447012        454414616        454381195        454206020   
455033191     454986993        454946153        454907544        454868324        454830035        454791328        454755497        454720590        454686593        454652116        454617622        454582594        454548777        454515149        454481219        454446790        454414624        454381203        454204827   
455033217     454987009        454946179        454907551        454868332        454830068        454791336        454755505        454720608        454686619        454652124        454617648        454582602        454548785        454515156        454481227        454446816        454414632        454381211        454202169   
455033027     454987017        454945973        454907577        454868340        454830076        454791344        454755299        454720624        454686627        454652132        454617424        454582636        454548801        454515172        454481235        454446824        454414426        454381229        454201575   
455033035     454987025        454945981        454907585        454868365        454829870        454791351        454755307        454720418        454686635        454652157        454617432        454582420        454548595        454515180        454481243        454446840        454414434        454381245        454200304   
455033050     454987041        454946005        454907593        454868373        454829888        454791369        454755315        454720426        454686643        454651944        454617440        454582446        454548603        454515198        454481250        454446865        454414459        454381252        454199993   
455033068     454986852        454946013        454907601        454868381        454829896        454791377        454755323        454720434        454686650        454651951        454617457        454582453        454548611        454514985        454481268        454446899        454414467        454381260        454198227   
455033084     454986860        454946021        454907619        454868399        454829904        454791385        454755331        454720442        454686668        454651969        454617465        454582461        454548629        454514993        454481276        454446907        454414475        454381294        454198136   
455033092     454986878        454946039        454907627        454868407        454829920        454791393        454755349        454720459        454686452        454651977        454617473        454582479        454548637        454515008        454481284        454446691        454414483        454381302        454193517   
455033100     454986886        454946047        454907445        454868217        454829938        454791401        454755356        454720467        454686460        454651985        454617481        454582487        454548645        454515024        454481292        454446709        454414491        454381088        454192279   
455033118     454986910        454946054        454907460        454868225        454829946        454791419        454755364        454720475        454686478        454651993        454617499        454582511        454548652        454515057        454481094        454446733        454414509        454381096        454188905   
455032920     454986928        454946062        454907494        454868233        454829953        454791427        454755372        454720483        454686494        454652009        454617515        454582529        454548660        454515065        454481102        454446741        454414525        454381104        454188624   
455032938     454986936        454946070        454907502        454868258        454829961        454791211        454755380        454720491        454686502        454652025        454617325        454582297        454548678        454515073        454481110        454446758        454414319        454381138        454187998   
455032946     454986720        454945866        454907338        454868274        454829979        454791237        454755398        454720509        454686528        454652033        454617333        454582321        454548686        454515081        454481128        454446774        454414327        454381146        454186917   
455032979     454986738        454945874        454907346        454868290        454829763        454791245        454755174        454720301        454686536        454651837        454617366        454582347        454548694        454514886        454481136        454446782        454414335        454381161        454186594   
455032995     454986753        454945882        454907387        454868308        454829789        454791260        454755182        454720319        454686544        454651845        454617374        454582354        454548488        454514894        454481144        454446576        454414343        454381179        454186164   
455032797     454986761        454945890        454907395        454868092        454829805        454791278        454755216        454720327        454686551        454651852        454617390        454582362        454548496        454514910        454481151        454446584        454414350        454381187        454183476   
455032813     454986779        454945940        454907403        454868100        454829813        454791286        454755232        454720335        454686361        454651860        454617218        454582370        454548504        454514936        454481169        454446592        454414368        454380973        454182429   
455032847     454986787        454945957        454907189        454868134        454829821        454791294        454755240        454720343        454686379        454651878        454617234        454582388        454548520        454514944        454481177        454446600        454414376        454380981        454181215   
455032870     454986829        454945965        454907197        454868159        454829839        454791302        454755257        454720350        454686403        454651886        454617242        454582396        454548538        454514951        454481185        454446618        454414384        454380999        454180704   
455032888     454986613        454945759        454907205        454868167        454829847        454791310        454755265        454720368        454686411        454651894        454617259        454582180        454548546        454514969        454480989        454446634        454414392        454381013        454180241   
455032896     454986621        454945791        454907213        454868191        454829854        454791104        454755273        454720376        454686429        454651902        454617275        454582198        454548561        454514977        454480997        454446642        454414400        454381047        454180316   
455032698     454986654        454945825        454907221        454867987        454829862        454791112        454755281        454720392        454686437        454651910        454617291        454582206        454548579        454514761        454481003        454446659        454414418        454381054        454179284   
455032706     454986662        454945833        454907247        454868001        454829656        454791120        454755083        454720400        454686445        454651928        454617085        454582222        454548587        454514787        454481029        454446667        454414202        454381062        454178930   
455032722     454986670        454945841        454907262        454868027        454829664        454791146        454755091        454720194        454686247        454651720        454617093        454582230        454548371        454514795        454481037        454446675        454414228        454381070        454176249   


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455032730     454986688        454945643        454907288        454868035        454829672        454791153        454755109        454720202        454686254        454651746        454617119        454582255        454548389        454514803        454481052        454446469        454414236        454380866        454176173   
455032748     454986712        454945650        454907072        454868043        454829680        454791179        454755117        454720210        454686270        454651761        454617127        454582263        454548397        454514811        454481060        454446485        454414244        454380874        454175613   
455032763     454986548        454945668        454907080        454868050        454829698        454791187        454755125        454720228        454686288        454651779        454617143        454582271        454548405        454514829        454481078        454446501        454414251        454380882        454175050   
455032771     454986555        454945676        454907098        454868076        454829706        454791195        454755133        454720236        454686296        454651787        454617150        454582289        454548421        454514837        454480872        454446519        454414269        454380890        454175076   
455032573     454986571        454945684        454907106        454867888        454829714        454791203        454755141        454720251        454686304        454651795        454617168        454582099        454548439        454514845        454480880        454446527        454414277        454380908        454174863   
455032599     454986597        454945692        454907114        454867896        454829730        454791005        454754961        454720269        454686312        454651803        454617176        454582123        454548447        454514852        454480898        454446543        454414285        454380916        454174152   
455032607     454986605        454945718        454907122        454867912        454829540        454791013        454754987        454720277        454686320        454651811        454616988        454582131        454548454        454514860        454480906        454446550        454414301        454380924        454172784   
455032615     454986381        454945726        454907130        454867938        454829565        454791021        454754995        454720285        454686338        454651829        454616996        454582149        454548462        454514654        454480914        454446352        454414087        454380932        454171794   
455032664     454986399        454945742        454907155        454867961        454829573        454791047        454755000        454720293        454686155        454651613        454617002        454582156        454548272        454514662        454480922        454446360        454414095        454380940        454170762   
455032672     454986415        454945536        454907163        454867979        454829581        454791062        454755026        454720103        454686163        454651621        454617028        454582164        454548280        454514688        454480948        454446378        454414103        454380957        454169533   
455032466     454986423        454945544        454906967        454867763        454829599        454791070        454755034        454720111        454686171        454651639        454617036        454582172        454548298        454514696        454480955        454446386        454414111        454380965        454169004   
455032474     454986449        454945551        454906991        454867771        454829607        454791088        454755042        454720129        454686197        454651654        454617044        454581943        454548306        454514704        454480963        454446394        454414129        454380775        454169012   
455032490     454986456        454945577        454907031        454867789        454829615        454791096        454755059        454720137        454686205        454651670        454617051        454581950        454548314        454514712        454480971        454446402        454414145        454380783        454167479   
455032508     454986498        454945585        454907049        454867797        454829623        454790882        454755067        454720145        454686239        454651688        454617069        454581992        454548322        454514720        454480765        454446410        454414160        454380809        454167289   
455032524     454986282        454945601        454907056        454867805        454829631        454790908        454754862        454720152        454686023        454651704        454616863        454582008        454548330        454514738        454480781        454446428        454414178        454380817        454166513   
455032532     454986290        454945619        454907064        454867813        454829433        454790916        454754870        454720160        454686031        454651506        454616871        454582016        454548348        454514746        454480799        454446436        454414186        454380825        454166539   
455032557     454986316        454945627        454906850        454867821        454829441        454790924        454754888        454720178        454686056        454651514        454616889        454582024        454548355        454514753        454480807        454446444        454414194        454380858        454164369   
455032359     454986340        454945635        454906868        454867847        454829458        454790940        454754896        454719980        454686064        454651522        454616897        454582040        454548173        454514555        454480815        454446246        454413972        454380643        454163676   
455032367     454986365        454945429        454906876        454867854        454829466        454790965        454754904        454719998        454686098        454651530        454616905        454582057        454548181        454514563        454480823        454446253        454413980        454380650        454163569   
455032383     454986159        454945437        454906884        454867862        454829482        454790973        454754912        454720004        454686106        454651548        454616913        454581851        454548199        454514571        454480831        454446261        454413998        454380684        454162942   
455032441     454986167        454945445        454906892        454867664        454829508        454790981        454754938        454720012        454686114        454651555        454616921        454581869        454548207        454514589        454480849        454446279        454414004        454380692        454162439   
455032243     454986175        454945494        454906900        454867722        454829516        454790767        454754946        454720020        454686122        454651571        454616939        454581877        454548215        454514597        454480658        454446287        454414012        454380700        454161977   
455032250     454986183        454945510        454906918        454867730        454829524        454790775        454754953        454720038        454685900        454651605        454616947        454581901        454548223        454514605        454480666        454446295        454414038        454380718        454160763   
455032292     454986225        454945320        454906926        454867540        454829318        454790791        454754748        454720053        454685926        454651399        454616954        454581919        454548231        454514613        454480674        454446303        454414046        454380726        454160482   
455032300     454986241        454945346        454906934        454867557        454829326        454790825        454754755        454720061        454685934        454651407        454616756        454581935        454548256        454514621        454480690        454446311        454414053        454380742        454158395   
455032318     454986043        454945361        454906959        454867565        454829334        454790833        454754763        454720079        454685959        454651415        454616764        454581711        454548058        454514639        454480708        454446329        454414061        454380551        454158072   
455032326     454986068        454945387        454906751        454867573        454829342        454790858        454754789        454719873        454685967        454651449        454616772        454581737        454548066        454514431        454480724        454446337        454414079        454380569        454155961   
455032334     454986092        454945411        454906785        454867599        454829359        454790866        454754797        454719881        454685991        454651456        454616780        454581745        454548074        454514449        454480732        454446345        454413865        454380577        454154600   
455032136     454986118        454945213        454906801        454867607        454829375        454790650        454754805        454719899        454686007        454651464        454616798        454581752        454548090        454514456        454480740        454446139        454413873        454380585        454153610   
455032169     454986126        454945254        454906819        454867615        454829409        454790668        454754813        454719907        454686015        454651472        454616806        454581778        454548108        454514472        454480757        454446147        454413881        454380593        454153321   
455032177     454986142        454945262        454906835        454867623        454829417        454790684        454754821        454719915        454685793        454651480        454616822        454581786        454548116        454514480        454480534        454446154        454413899        454380601        454153156   
455032185     454985938        454945270        454906843        454867631        454829425        454790692        454754839        454719923        454685801        454651498        454616830        454581794        454548124        454514498        454480542        454446162        454413907        454380627        454152406   
455032201     454985946        454945296        454906652        454867425        454829201        454790700        454754847        454719931        454685819        454651308        454616848        454581802        454548132        454514506        454480559        454446170        454413915        454380429        454151481   
455032045     454985953        454945304        454906678        454867433        454829227        454790726        454754631        454719949        454685827        454651316        454616855        454581810        454548140        454514514        454480583        454446188        454413923        454380437        454151333   
455032052     454985961        454945098        454906686        454867441        454829243        454790742        454754649        454719964        454685835        454651324        454616640        454581828        454547944        454514522        454480591        454446196        454413931        454380445        454151168   
455032060     454985987        454945106        454906702        454867474        454829250        454790544        454754656        454719972        454685850        454651340        454616657        454581604        454547951        454514324        454480609        454446204        454413949        454380452        454150673   
455032094     454985995        454945114        454906710        454867482        454829268        454790569        454754664        454719766        454685868        454651365        454616665        454581612        454548025        454514332        454480617        454446212        454413956        454380460        454149865   
455032102     454986001        454945122        454906728        454867490        454829276        454790577        454754672        454719774        454685876        454651175        454616673        454581620        454548041        454514340        454480625        454446220        454413964        454380478        454149899   
455032128     454985813        454945130        454906520        454867508        454829284        454790585        454754680        454719782        454685892        454651183        454616699        454581638        454547837        454514357        454480633        454446022        454413741        454380494        454149378   
455031914     454985847        454945155        454906538        454867516        454829094        454790601        454754698        454719790        454685694        454651209        454616707        454581646        454547852        454514373        454480641        454446048        454413758        454380502        454149261   
455031930     454985854        454945197        454906553        454867524        454829136        454790619        454754706        454719808        454685702        454651217        454616723        454581653        454547860        454514381        454480427        454446071        454413766        454380510        454148347   
455031955     454985888        454944984        454906561        454867318        454829144        454790627        454754714        454719816        454685728        454651225        454616731        454581661        454547878        454514399        454480435        454446089        454413774        454380528        454147919   
455031963     454985896        454944992        454906579        454867326        454829151        454790437        454754730        454719840        454685736        454651241        454616541        454581695        454547886        454514407        454480443        454446097        454413782        454380312        454147554   
455031971     454985920        454945007        454906587        454867334        454829169        454790445        454754516        454719857        454685744        454651258        454616558        454581703        454547894        454514415        454480450        454446105        454413790        454380320        454146010   
455032011     454985706        454945023        454906595        454867342        454829193        454790460        454754524        454719865        454685751        454651266        454616566        454581505        454547910        454514423        454480468        454446113        454413816        454380346        454145806   
455031807     454985714        454945031        454906603        454867359        454828997        454790486        454754565        454719659        454685777        454651274        454616590        454581521        454547928        454514225        454480476        454446121        454413857        454380353        454144619   
455031815     454985730        454945049        454906611        454867367        454829003        454790502        454754573        454719667        454685785        454651050        454616608        454581539        454547936        454514233        454480492        454445909        454413634        454380361        454144643   
455031823     454985748        454945064        454906413        454867375        454829029        454790510        454754581        454719675        454685561        454651068        454616616        454581554        454547738        454514258        454480500        454445917        454413642        454380379        454144593   
455031831     454985771        454944885        454906421        454867391        454829037        454790528        454754599        454719683        454685595        454651076        454616624        454581562        454547746        454514266        454480526        454445925        454413659        454380387        454143850   
455031856     454985789        454944893        454906439        454867409        454829052        454790536        454754607        454719691        454685603        454651084        454616434        454581570        454547753        454514274        454480328        454445933        454413667        454380395        454143249   
455031898     454985805        454944901        454906447        454867417        454829060        454790320        454754615        454719709        454685611        454651092        454616442        454581588        454547761        454514316        454480336        454445941        454413675        454380403        454142480   
455031906     454985581        454944919        454906454        454867201        454829078        454790338        454754391        454719717        454685629        454651100        454616459        454581364        454547787        454514126        454480344        454445958        454413691        454380411        454138868   
455031690     454985607        454944927        454906462        454867219        454829086        454790346        454754409        454719725        454685637        454651118        454616467        454581372        454547803        454514134        454480351        454445982        454413709        454380189        454138272   
455031724     454985623        454944943        454906496        454867235        454828864        454790353        454754425        454719733        454685645        454651142        454616475        454581398        454547811        454514142        454480369        454445990        454413717        454380197        454137977   
455031757     454985664        454944950        454906504        454867243        454828872        454790361        454754433        454719741        454685652        454651159        454616491        454581414        454547829        454514159        454480385        454446006        454413725        454380205        454137373   
455031765     454985680        454944976        454906512        454867250        454828880        454790379        454754441        454719758        454685660        454651167        454616509        454581422        454547613        454514167        454480393        454445792        454413733        454380221        454133372   
455031773     454985698        454944752        454906298        454867268        454828898        454790387        454754458        454719543        454685447        454650953        454616517        454581448        454547621        454514183        454480419        454445818        454413527        454380254        454132911   
455031799     454985474        454944760        454906355        454867276        454828906        454790395        454754466        454719550        454685454        454650961        454616525        454581455        454547654        454514191        454480211        454445842        454413535        454380262        454132184   
455031591     454985482        454944794        454906389        454867110        454828930        454790403        454754474        454719568        454685462        454651001        454616319        454581240        454547662        454514209        454480229        454445859        454413543        454380270        454130618   
455031609     454985490        454944828        454906181        454867144        454828948        454790429        454754482        454719576        454685470        454651019        454616327        454581257        454547688        454514217        454480237        454445867        454413550        454380288        454130493   
455031617     454985524        454944844        454906199        454867169        454828765        454790205        454754490        454719584        454685488        454651027        454616335        454581273        454547696        454514001        454480245        454445875        454413568        454380296        454128703   
455031625     454985532        454944869        454906207        454866997        454828781        454790239        454754292        454719592        454685496        454651035        454616343        454581299        454547704        454514019        454480260        454445883        454413584        454380304        454128505   
455031633     454985540        454944661        454906215        454867003        454828823        454790254        454754300        454719600        454685504        454651043        454616350        454581307        454547712        454514027        454480278        454445891        454413600        454380064        454127994   
455031641     454985367        454944687        454906223        454867045        454828831        454790262        454754318        454719618        454685520        454650839        454616368        454581315        454547506        454514035        454480286        454445677        454413618        454380072        454126590   
455031674     454985375        454944695        454906249        454867052        454828849        454790304        454754326        454719428        454685538        454650847        454616376        454581331        454547514        454514043        454480294        454445685        454413626        454380098        454124975   
455031682     454985409        454944703        454906256        454867060        454828641        454790312        454754342        454719436        454685546        454650862        454616384        454581349        454547522        454514050        454480302        454445701        454413410        454380106        454124363   
455031476     454985417        454944711        454906264        454867086        454828658        454790098        454754359        454719444        454685553        454650870        454616400        454581356        454547530        454514076        454480096        454445719        454413428        454380114        454124371   
455031484     454985425        454944539        454906280        454867094        454828666        454790130        454754367        454719477        454685330        454650896        454616418        454581133        454547548        454514084        454480104        454445727        454413444        454380148        454124330   
455031526     454985433        454944547        454906082        454866880        454828674        454790148        454754375        454719493        454685355        454650920        454616202        454581141        454547555        454514092        454480112        454445735        454413477        454380171        454123811   
455031575     454985458        454944554        454906090        454866898        454828716        454790163        454754383        454719501        454685389        454650938        454616210        454581158        454547563        454513888        454480138        454445743        454413485        454379959        454122565   
455031369     454985276        454944570        454906116        454866906        454828724        454790171        454754177        454719519        454685397        454650722        454616228        454581166        454547589        454513912        454480187        454445750        454413493        454379967        454120833   
455031401     454985284        454944588        454906124        454866914        454828732        454790189        454754185        454719535        454685405        454650748        454616236        454581174        454547597        454513920        454480195        454445768        454413501        454379975        454120668   
455031427     454985292        454944604        454906132        454866922        454828526        454789991        454754219        454719329        454685413        454650755        454616244        454581182        454547605        454513938        454480203        454445776        454413519        454379983        454120619   


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455031435     454985318        454944612        454906140        454866930        454828542        454790007        454754227        454719337        454685421        454650763        454616269        454581208        454547399        454513979        454479981        454445560        454413303        454379991        454119652   
455031450     454985326        454944620        454906157        454866955        454828559        454790015        454754243        454719345        454685439        454650771        454616277        454581216        454547407        454513987        454479999        454445578        454413311        454380007        454119546   
455031468     454985334        454944638        454906173        454866971        454828567        454790023        454754250        454719352        454685223        454650789        454616285        454581232        454547423        454513995        454480005        454445586        454413329        454380015        454119504   
455031260     454985342        454944422        454905969        454866989        454828575        454790031        454754276        454719360        454685231        454650797        454616293        454581034        454547431        454513771        454480013        454445594        454413337        454380023        454118720   
455031278     454985359        454944455        454905977        454866765        454828583        454790049        454754094        454719378        454685256        454650805        454616087        454581059        454547449        454513789        454480021        454445602        454413345        454380031        454118167   
455031310     454985144        454944463        454905993        454866773        454828609        454790064        454754102        454719386        454685264        454650813        454616095        454581067        454547472        454513797        454480039        454445628        454413352        454380049        454117862   
455031336     454985151        454944471        454906009        454866781        454828617        454790072        454754110        454719394        454685272        454650821        454616103        454581083        454547480        454513805        454480047        454445644        454413360        454379835        454116872   
455031344     454985169        454944497        454906017        454866799        454828625        454790080        454754128        454719402        454685298        454650599        454616129        454581091        454547498        454513821        454480054        454445651        454413386        454379868        454116633   
455031146     454985193        454944505        454906025        454866823        454828419        454789892        454754136        454719410        454685306        454650615        454616145        454580903        454547282        454513847        454480062        454445669        454413394        454379884        454115866   
455031153     454985201        454944521        454906033        454866831        454828435        454789900        454754144        454719204        454685314        454650623        454616152        454580911        454547290        454513862        454480070        454445453        454413402        454379900        454115080   
455031161     454985219        454944307        454906041        454866856        454828443        454789918        454754151        454719220        454685116        454650631        454616186        454580937        454547308        454513870        454479874        454445461        454413196        454379918        454114398   
455031203     454985235        454944323        454906058        454866864        454828450        454789926        454754169        454719238        454685124        454650649        454615972        454580952        454547316        454513656        454479882        454445479        454413204        454379926        454114323   
455031245     454985037        454944349        454906066        454866872        454828468        454789934        454753955        454719246        454685132        454650656        454615980        454580978        454547324        454513664        454479890        454445487        454413212        454379934        454111782   
455031021     454985052        454944356        454905852        454866658        454828476        454789942        454753963        454719253        454685140        454650664        454615998        454580986        454547332        454513672        454479908        454445495        454413220        454379942        454111733   
455031088     454985060        454944364        454905860        454866666        454828484        454789959        454753971        454719261        454685157        454650672        454616004        454580994        454547340        454513680        454479916        454445503        454413238        454379728        454111139   
455031104     454985078        454944380        454905886        454866682        454828500        454789967        454753989        454719279        454685181        454650680        454616038        454580804        454547357        454513698        454479924        454445511        454413246        454379736        454111014   
455031112     454985086        454944398        454905894        454866708        454828518        454789975        454753997        454719287        454685199        454650698        454616046        454580838        454547365        454513706        454479932        454445529        454413253        454379744        454110941   
455031120     454985102        454944208        454905902        454866716        454828336        454789769        454754003        454719295        454685017        454650714        454616061        454580853        454547373        454513714        454479940        454445537        454413261        454379751        454110826   
455030916     454985110        454944216        454905928        454866724        454828351        454789777        454754029        454719303        454685025        454650508        454616079        454580879        454547381        454513722        454479957        454445545        454413279        454379769        454110479   
455030924     454985128        454944224        454905936        454866732        454828369        454789785        454754045        454719089        454685033        454650524        454615857        454580887        454547183        454513730        454479965        454445552        454413287        454379777        454110222   
455030932     454984923        454944240        454905944        454866740        454828385        454789793        454753856        454719097        454685041        454650532        454615865        454580895        454547209        454513755        454479973        454445347        454413295        454379785        454109794   
455030957     454984931        454944273        454905951        454866757        454828393        454789801        454753864        454719105        454685066        454650540        454615873        454580697        454547225        454513532        454479767        454445354        454413071        454379793        454109430   
455030973     454984949        454944281        454905746        454866534        454828195        454789827        454753872        454719113        454685074        454650557        454615881        454580705        454547233        454513540        454479775        454445362        454413089        454379819        454108663   
455030981     454984956        454944299        454905753        454866559        454828203        454789835        454753880        454719121        454685082        454650565        454615899        454580713        454547241        454513557        454479809        454445370        454413097        454379611        454107525   
455031005     454984972        454944083        454905761        454866567        454828229        454789868        454753898        454719139        454685090        454650581        454615907        454580721        454547258        454513565        454479817        454445388        454413105        454379629        454107442   
455030817     454984998        454944091        454905787        454866583        454828237        454789652        454753906        454719147        454685108        454650375        454615915        454580739        454547274        454513573        454479825        454445396        454413113        454379637        454105917   
455030833     454985003        454944109        454905795        454866591        454828245        454789660        454753914        454719154        454684903        454650383        454615931        454580747        454547068        454513581        454479858        454445404        454413121        454379645        454105206   
455030841     454985011        454944125        454905803        454866609        454828252        454789686        454753922        454718974        454684929        454650409        454615949        454580754        454547076        454513599        454479668        454445412        454413139        454379652        454104837   
455030858     454985029        454944158        454905811        454866625        454828260        454789702        454753948        454719014        454684952        454650417        454615956        454580762        454547084        454513607        454479676        454445420        454413154        454379660        454104563   
455030866     454984816        454944166        454905829        454866633        454828278        454789710        454753740        454719022        454684986        454650433        454615758        454580770        454547092        454513623        454479684        454445438        454413170        454379686        454104431   
455030882     454984824        454944174        454905837        454866641        454828294        454789728        454753757        454719048        454684994        454650441        454615766        454580788        454547100        454513631        454479692        454445446        454412966        454379694        454102872   
455030908     454984832        454943978        454905845        454866435        454828070        454789744        454753773        454719063        454684796        454650458        454615774        454580796        454547118        454513425        454479700        454445230        454412974        454379702        454102906   
455030692     454984840        454943994        454905639        454866443        454828112        454789751        454753781        454719071        454684804        454650466        454615782        454580580        454547126        454513441        454479726        454445248        454412982        454379710        454102914   
455030700     454984865        454944000        454905654        454866450        454828120        454789546        454753799        454718867        454684812        454650474        454615808        454580598        454547134        454513458        454479734        454445255        454412990        454379504        454102781   
455030726     454984881        454944018        454905662        454866476        454828138        454789553        454753823        454718883        454684838        454650268        454615816        454580606        454547142        454513466        454479742        454445271        454413006        454379512        454101197   
455030742     454984915        454944026        454905670        454866484        454828146        454789561        454753849        454718891        454684846        454650276        454615824        454580614        454547175        454513474        454479759        454445289        454413014        454379520        454101213   
455030759     454984709        454944042        454905688        454866492        454828153        454789579        454753641        454718909        454684861        454650284        454615832        454580622        454546961        454513482        454479569        454445297        454413022        454379538        454099144   
455030767     454984717        454944067        454905696        454866500        454828179        454789587        454753658        454718917        454684879        454650292        454615840        454580630        454546979        454513490        454479577        454445305        454413030        454379546        454098922   
455030783     454984733        454944075        454905720        454866518        454827999        454789595        454753666        454718925        454684895        454650300        454615618        454580655        454546987        454513508        454479601        454445313        454413055        454379553        454098658   
455030791     454984741        454943861        454905738        454866526        454828005        454789611        454753674        454718933        454684697        454650326        454615634        454580663        454546995        454513516        454479635        454445339        454413063        454379561        454098526   
455030593     454984758        454943879        454905522        454866310        454828013        454789629        454753690        454718941        454684705        454650334        454615659        454580671        454547001        454513300        454479643        454445123        454412867        454379579        454097452   
455030601     454984766        454943887        454905530        454866328        454828039        454789637        454753708        454718958        454684713        454650342        454615667        454580689        454547019        454513318        454479650        454445156        454412875        454379587        454097361   
455030627     454984774        454943895        454905563        454866336        454828054        454789645        454753716        454718966        454684721        454650359        454615675        454580465        454547027        454513326        454479452        454445172        454412909        454379595        454096686   
455030635     454984790        454943903        454905571        454866344        454828062        454789454        454753732        454718750        454684739        454650367        454615683        454580481        454547035        454513334        454479460        454445198        454412917        454379603        454096249   
455030643     454984808        454943911        454905597        454866351        454827858        454789462        454753526        454718768        454684747        454650144        454615691        454580499        454547043        454513342        454479486        454445206        454412925        454379397        454093600   
455030650     454984592        454943929        454905605        454866385        454827866        454789470        454753542        454718784        454684754        454650177        454615709        454580507        454547050        454513359        454479494        454445222        454412933        454379405        454093121   
455030684     454984600        454943945        454905621        454866393        454827874        454789488        454753559        454718800        454684762        454650201        454615717        454580515        454546847        454513367        454479502        454445016        454412941        454379413        454092925   
455030478     454984618        454943762        454905415        454866419        454827882        454789496        454753575        454718818        454684770        454650219        454615725        454580523        454546854        454513383        454479510        454445024        454412727        454379421        454090697   
455030494     454984634        454943770        454905423        454866195        454827908        454789512        454753583        454718826        454684788        454650227        454615501        454580531        454546862        454513391        454479528        454445032        454412776        454379439        454090077   
455030502     454984642        454943796        454905449        454866203        454827924        454789520        454753591        454718834        454684572        454650045        454615519        454580549        454546870        454513409        454479544        454445040        454412784        454379447        454090127   
455030510     454984659        454943804        454905456        454866211        454827932        454789538        454753625        454718842        454684580        454650060        454615527        454580572        454546896        454513193        454479338        454445057        454412800        454379454        454089392   
455030528     454984675        454943812        454905472        454866237        454827940        454789322        454753419        454718859        454684598        454650078        454615550        454580358        454546904        454513201        454479353        454445065        454412826        454379462        454089400   
455030536     454984683        454943820        454905480        454866245        454827957        454789330        454753427        454718644        454684606        454650086        454615568        454580366        454546920        454513219        454479361        454445081        454412610        454379470        454088808   
455030544     454984691        454943838        454905506        454866278        454827791        454789348        454753443        454718651        454684614        454650094        454615584        454580374        454546938        454513227        454479379        454445107        454412628        454379488        454088444   
455030551     454984485        454943853        454905308        454866286        454827809        454789355        454753468        454718669        454684622        454650102        454615600        454580390        454546946        454513235        454479395        454445115        454412636        454379496        454087339   
455030569     454984493        454943630        454905324        454866294        454827817        454789363        454753484        454718677        454684630        454650128        454615402        454580408        454546730        454513268        454479403        454444902        454412651        454379298        454086356   
455030361     454984519        454943648        454905332        454866302        454827841        454789371        454753492        454718693        454684648        454649922        454615410        454580416        454546748        454513276        454479429        454444910        454412669        454379306        454085838   
455030379     454984527        454943655        454905340        454866088        454827643        454789389        454753518        454718701        454684655        454649930        454615428        454580424        454546755        454513284        454479437        454444928        454412677        454379322        454085911   
455030387     454984535        454943663        454905365        454866104        454827668        454789397        454753302        454718719        454684465        454649948        454615436        454580432        454546763        454513292        454479239        454444936        454412701        454379330        454085598   
455030395     454984543        454943671        454905381        454866112        454827684        454789405        454753310        454718727        454684473        454649955        454615451        454580440        454546789        454513078        454479247        454444944        454412719        454379355        454083668   
455030411     454984550        454943697        454905399        454866138        454827692        454789413        454753336        454718735        454684507        454649963        454615469        454580457        454546797        454513086        454479254        454444951        454412495        454379363        454082769   
455030429     454984568        454943705        454905191        454866161        454827700        454789421        454753385        454718743        454684515        454649971        454615477        454580242        454546805        454513094        454479262        454444977        454412511        454379371        454082066   
455030437     454984584        454943713        454905209        454866179        454827726        454789215        454753393        454718537        454684523        454649989        454615485        454580259        454546821        454513102        454479270        454444985        454412537        454379389        454081977   
455030445     454984360        454943739        454905217        454866187        454827734        454789223        454753401        454718545        454684531        454649997        454615287        454580267        454546839        454513110        454479312        454444993        454412560        454379165        454081191   
455030254     454984386        454943523        454905225        454865965        454827528        454789231        454753203        454718560        454684556        454650003        454615295        454580275        454546623        454513128        454479320        454444795        454412578        454379173        454080912   
455030288     454984394        454943531        454905233        454865999        454827536        454789249        454753211        454718578        454684564        454650011        454615303        454580291        454546649        454513136        454479114        454444803        454412594        454379181        454080235   
455030296     454984402        454943549        454905258        454866013        454827551        454789256        454753229        454718586        454684358        454650029        454615311        454580309        454546656        454513144        454479122        454444811        454412602        454379199        454080284   
455030312     454984410        454943556        454905274        454866021        454827569        454789272        454753237        454718594        454684366        454649815        454615329        454580333        454546664        454513177        454479130        454444829        454412388        454379207        454079211   
455030338     454984436        454943580        454905282        454866039        454827577        454789280        454753245        454718602        454684374        454649823        454615337        454580135        454546672        454513185        454479155        454444837        454412396        454379215        454078965   
455030353     454984451        454943606        454905290        454866047        454827593        454789306        454753252        454718610        454684382        454649831        454615352        454580143        454546680        454512963        454479171        454444845        454412404        454379223        454078759   
455030148     454984261        454943614        454905084        454866054        454827619        454789314        454753260        454718628        454684390        454649849        454615378        454580150        454546706        454512997        454479189        454444852        454412412        454379231        454078098   
455030155     454984287        454943622        454905118        454866062        454827403        454789108        454753278        454718636        454684408        454649856        454615386        454580176        454546714        454513011        454479205        454444878        454412420        454379249        454077728   
455030189     454984295        454943424        454905134        454865858        454827411        454789116        454753104        454718412        454684416        454649872        454615170        454580184        454546722        454513029        454479213        454444894        454412446        454379256        454076829   


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455030197     454984303        454943432        454905142        454865874        454827445        454789124        454753112        454718438        454684432        454649898        454615188        454580192        454546508        454513037        454479221        454444670        454412453        454379264        454075888   
455030247     454984329        454943465        454905183        454865882        454827460        454789132        454753120        454718446        454684440        454649906        454615196        454580200        454546532        454513045        454479007        454444688        454412461        454379058        454075433   
455030031     454984337        454943473        454904988        454865908        454827478        454789140        454753138        454718461        454684457        454649914        454615212        454580218        454546540        454513052        454479015        454444696        454412479        454379066        454075391   
455030049     454984345        454943499        454905001        454865916        454827502        454789157        454753146        454718487        454684226        454649708        454615220        454580226        454546557        454513060        454479031        454444704        454412487        454379074        454075169   
455030056     454984352        454943507        454905019        454865924        454827312        454789165        454753153        454718503        454684267        454649716        454615238        454580234        454546573        454512856        454479049        454444712        454412289        454379082        454073800   
455030064     454984147        454943325        454905035        454865932        454827320        454789173        454753161        454718511        454684275        454649724        454615246        454580028        454546581        454512864        454479056        454444720        454412297        454379090        454071408   
455030072     454984162        454943333        454905068        454865734        454827338        454789181        454753179        454718529        454684283        454649732        454615253        454580036        454546599        454512872        454479064        454444738        454412305        454379108        454071416   
455030080     454984188        454943358        454904863        454865742        454827387        454789199        454753187        454718305        454684291        454649740        454615279        454580051        454546607        454512880        454479080        454444746        454412313        454379116        454071473   
455030106     454984196        454943382        454904871        454865767        454827395        454789207        454753195        454718347        454684317        454649773        454615055        454580069        454546615        454512898        454479098        454444761        454412321        454379124        454071101   
455030114     454984204        454943192        454904897        454865775        454827189        454788993        454752999        454718370        454684325        454649781        454615063        454580077        454546391        454512906        454479106        454444779        454412339        454379132        454069451   
455030122     454984212        454943200        454904913        454865783        454827213        454789009        454753005        454718396        454684333        454649799        454615071        454580085        454546409        454512930        454478892        454444571        454412347        454379157        454068008   
455029934     454984220        454943218        454904921        454865791        454827254        454789017        454753021        454718404        454684119        454649807        454615089        454580093        454546417        454512948        454478900        454444589        454412354        454378944        454067257   
455029967     454984238        454943226        454904939        454865809        454827288        454789025        454753039        454718198        454684135        454649609        454615097        454580101        454546425        454512955        454478918        454444597        454412362        454378951        454065301   
455029983     454984246        454943234        454904954        454865817        454827114        454789041        454753047        454718206        454684143        454649617        454615105        454580119        454546433        454512724        454478926        454444605        454412370        454378969        454065152   
455030007     454984030        454943242        454904962        454865825        454827148        454789066        454753054        454718214        454684168        454649625        454615113        454580127        454546441        454512740        454478934        454444613        454412180        454378977        454065004   
455030023     454984071        454943259        454904756        454865841        454827171        454789082        454753062        454718222        454684184        454649641        454615121        454579921        454546458        454512757        454478959        454444621        454412198        454378985        454064684   
455029835     454984089        454943275        454904764        454865643        454826967        454789090        454753096        454718248        454684218        454649666        454615139        454579939        454546466        454512765        454478967        454444647        454412206        454379025        454064536   
455029843     454984097        454943283        454904772        454865668        454826975        454788886        454752882        454718255        454683996        454649674        454615162        454579947        454546474        454512781        454478975        454444654        454412214        454379033        454063801   
455029850     454984113        454943291        454904780        454865676        454826983        454788894        454752890        454718263        454684010        454649682        454614934        454579954        454546482        454512799        454478983        454444449        454412222        454378829        454060849   
455029876     454984121        454943093        454904798        454865684        454827007        454788910        454752908        454718289        454684036        454649476        454614959        454579962        454546490        454512807        454478785        454444456        454412230        454378837        454060237   
455029884     454984139        454943101        454904806        454865692        454827015        454788928        454752916        454718073        454684051        454649484        454614967        454579970        454546276        454512815        454478793        454444464        454412255        454378852        454059031   
455029900     454983925        454943119        454904822        454865700        454827049        454788936        454752924        454718081        454684069        454649492        454614975        454579988        454546292        454512823        454478801        454444472        454412263        454378860        454058777   
455029702     454983933        454943127        454904830        454865718        454827056        454788951        454752940        454718099        454684085        454649518        454614991        454580002        454546300        454512583        454478819        454444480        454412057        454378878        454057993   
455029710     454984014        454943143        454904848        454865510        454827064        454788969        454752957        454718123        454684101        454649534        454615006        454580010        454546334        454512617        454478827        454444498        454412073        454378894        454056748   
455029728     454984022        454943150        454904640        454865528        454826850        454788779        454752775        454718131        454683889        454649542        454615022        454579798        454546342        454512625        454478835        454444506        454412081        454378902        454056482   
455029744     454983818        454943176        454904657        454865569        454826868        454788803        454752783        454718156        454683897        454649559        454615030        454579806        454546367        454512633        454478843        454444514        454412099        454378928        454055872   
455029751     454983826        454943184        454904681        454865577        454826884        454788811        454752791        454718172        454683905        454649575        454614827        454579822        454546375        454512641        454478850        454444522        454412115        454378712        454055666   
455029785     454983834        454942988        454904707        454865585        454826892        454788837        454752817        454718180        454683913        454649401        454614843        454579830        454546169        454512658        454478868        454444530        454412149        454378738        454054255   
455029793     454983842        454943002        454904715        454865593        454826926        454788845        454752825        454717976        454683921        454649435        454614884        454579848        454546177        454512666        454478876        454444548        454412156        454378761        454053679   
455029603     454983859        454943010        454904723        454865619        454826959        454788852        454752833        454717992        454683939        454649443        454614892        454579889        454546193        454512674        454478884        454444357        454411943        454378779        454053240   
455029611     454983867        454943028        454904731        454865445        454826736        454788860        454752874        454718008        454683954        454649450        454614710        454579897        454546201        454512690        454478678        454444365        454411950        454378787        454051707   
455029629     454983875        454943036        454904749        454865460        454826744        454788878        454752668        454718016        454683970        454649468        454614728        454579905        454546227        454512708        454478694        454444373        454411968        454378795        454050824   
455029678     454983883        454943051        454904525        454865478        454826769        454788662        454752684        454718040        454683988        454649245        454614736        454579681        454546243        454512476        454478702        454444381        454411976        454378803        454050659   
455029686     454983891        454943069        454904533        454865486        454826785        454788670        454752692        454718065        454683780        454649252        454614744        454579699        454546250        454512484        454478710        454444399        454411984        454378811        454050121   
455029694     454983909        454943077        454904541        454865502        454826819        454788688        454752700        454717851        454683798        454649278        454614751        454579707        454546268        454512492        454478728        454444415        454411992        454378605        454049859   
455029538     454983917        454942871        454904558        454865296        454826827        454788696        454752718        454717869        454683830        454649286        454614769        454579715        454546052        454512518        454478736        454444423        454412016        454378639        454049370   
455029553     454983719        454942897        454904566        454865320        454826835        454788704        454752726        454717885        454683848        454649294        454614777        454579723        454546060        454512526        454478744        454444431        454412024        454378647        454048653   
455029561     454983743        454942905        454904574        454865338        454826843        454788712        454752734        454717893        454683855        454649310        454614785        454579749        454546078        454512534        454478751        454444225        454412032        454378654        454047358   
455029413     454983750        454942913        454904608        454865353        454826629        454788720        454752759        454717901        454683665        454649328        454614793        454579764        454546094        454512575        454478769        454444233        454412040        454378662        454046640   
455029421     454983768        454942921        454904632        454865379        454826637        454788738        454752536        454717919        454683673        454649336        454614819        454579780        454546102        454512369        454478561        454444241        454411836        454378670        454046301   
455029439     454983784        454942954        454904418        454865395        454826645        454788746        454752577        454717927        454683681        454649344        454614629        454579582        454546110        454512377        454478579        454444258        454411844        454378688        454046319   
455029447     454983800        454942962        454904426        454865171        454826660        454788761        454752585        454717935        454683707        454649138        454614645        454579590        454546128        454512385        454478595        454444266        454411869        454378696        454045436   
455029454     454983594        454942749        454904459        454865189        454826678        454788555        454752593        454717950        454683715        454649146        454614694        454579624        454546144        454512393        454478603        454444274        454411877        454378498        454044744   
455029462     454983602        454942772        454904467        454865197        454826686        454788563        454752601        454717752        454683731        454649153        454614702        454579640        454546151        454512401        454478611        454444282        454411885        454378506        454044348   
455029470     454983628        454942780        454904509        454865213        454826694        454788571        454752627        454717760        454683749        454649179        454614488        454579657        454545948        454512419        454478629        454444308        454411893        454378514        454043829   
455029272     454983644        454942830        454904517        454865221        454826710        454788589        454752635        454717786        454683756        454649187        454614504        454579665        454545963        454512427        454478637        454444316        454411919        454378522        454043175   
455029298     454983669        454942855        454904301        454865254        454826728        454788597        454752643        454717794        454683764        454649195        454614512        454579467        454545971        454512435        454478645        454444118        454411927        454378530        454041773   
455029306     454983685        454942640        454904327        454865262        454826512        454788605        454752650        454717802        454683541        454649211        454614520        454579475        454545989        454512443        454478660        454444126        454411729        454378548        454041641   
455029330     454983693        454942665        454904335        454865270        454826520        454788613        454752429        454717810        454683574        454649237        454614538        454579491        454545997        454512450        454478462        454444134        454411737        454378563        454041666   
455029363     454983487        454942699        454904343        454865072        454826538        454788654        454752437        454717828        454683582        454649039        454614546        454579509        454546003        454512468        454478470        454444142        454411752        454378571        454040890   
455029165     454983495        454942715        454904376        454865106        454826553        454788449        454752445        454717836        454683590        454649062        454614553        454579517        454546011        454512260        454478488        454444159        454411760        454378373        454040338   
455029181     454983503        454942731        454904384        454865114        454826561        454788456        454752452        454717844        454683608        454649070        454614561        454579525        454546037        454512278        454478496        454444175        454411778        454378399        454039892   
455029199     454983511        454942517        454904392        454865130        454826587        454788464        454752460        454717646        454683616        454649088        454614579        454579541        454546045        454512294        454478512        454444209        454411794        454378407        454039942   
455029215     454983529        454942525        454904400        454865148        454826611        454788472        454752494        454717661        454683624        454649096        454614587        454579558        454545849        454512302        454478520        454444217        454411828        454378415        454039546   
455029041     454983560        454942533        454904194        454865155        454826405        454788480        454752510        454717679        454683632        454649104        454614405        454579566        454545856        454512336        454478538        454444019        454411604        454378423        454039553   
455029116     454983578        454942566        454904202        454865163        454826421        454788506        454752304        454717687        454683640        454649112        454614413        454579350        454545872        454512344        454478546        454444027        454411638        454378431        454039603   
455029124     454983362        454942582        454904210        454864968        454826439        454788522        454752312        454717695        454683442        454649120        454614421        454579368        454545880        454512351        454478553        454444043        454411646        454378449        454039488   
455029132     454983370        454942590        454904228        454864976        454826447        454788332        454752353        454717703        454683459        454648916        454614439        454579376        454545898        454512153        454478348        454444050        454411661        454378456        454039355   
455028928     454983388        454942608        454904251        454865007        454826462        454788340        454752361        454717711        454683467        454648924        454614462        454579384        454545906        454512161        454478371        454444076        454411679        454378464        454038373   
455028969     454983396        454942624        454904269        454865015        454826470        454788365        454752387        454717737        454683475        454648932        454614470        454579392        454545914        454512179        454478389        454444084        454411687        454378472        454037722   
455028977     454983404        454942418        454904277        454865023        454826314        454788373        454752395        454717521        454683483        454648940        454614264        454579400        454545922        454512187        454478397        454444092        454411695        454378480        454037599   
455028985     454983412        454942426        454904285        454864877        454826330        454788399        454752403        454717539        454683509        454648957        454614272        454579418        454545930        454512195        454478421        454443896        454411711        454378266        454036070   
455029009     454983420        454942434        454904293        454864885        454826348        454788407        454752205        454717547        454683525        454648965        454614280        454579434        454545740        454512203        454478439        454443904        454411497        454378290        454034844   
455029017     454983438        454942442        454904079        454864893        454826355        454788415        454752213        454717562        454683533        454648973        454614298        454579442        454545757        454512229        454478447        454443912        454411505        454378308        454034851   
455028811     454983461        454942459        454904087        454864919        454826363        454788423        454752221        454717570        454683335        454648981        454614306        454579244        454545807        454512237        454478223        454443920        454411513        454378316        454034653   
455028829     454983263        454942467        454904103        454864927        454826371        454788431        454752239        454717588        454683350        454648999        454614322        454579269        454545815        454512245        454478231        454443946        454411539        454378324        454033994   
455028837     454983271        454942475        454904145        454864729        454826389        454788241        454752247        454717596        454683368        454649005        454614348        454579277        454545823        454512252        454478249        454443953        454411547        454378332        454033440   
455028894     454983297        454942509        454904160        454864745        454826397        454788258        454752270        454717604        454683376        454649021        454614355        454579285        454545617        454512047        454478256        454443961        454411554        454378340        454032996   
455028704     454983305        454942293        454904178        454864778        454826173        454788266        454752288        454717612        454683384        454648809        454614157        454579293        454545625        454512054        454478272        454443979        454411562        454378357        454032095   
455028720     454983313        454942301        454903964        454864786        454826181        454788274        454752296        454717620        454683392        454648817        454614165        454579301        454545633        454512062        454478298        454443987        454411570        454378365        454031600   
455028738     454983321        454942319        454903972        454864794        454826199        454788282        454752072        454717430        454683400        454648825        454614173        454579319        454545641        454512088        454478314        454443789        454411588        454378142        454031444   
455028746     454983339        454942327        454903980        454864802        454826215        454788290        454752098        454717448        454683418        454648833        454614199        454579327        454545666        454512104        454478322        454443797        454411596        454378159        454031311   
455028761     454983347        454942343        454904004        454864828        454826272        454788308        454752114        454717463        454683434        454648866        454614207        454579335        454545682        454512112        454478330        454443805        454411398        454378175        454031287   


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455028787     454983354        454942350        454904020        454864620        454826058        454788324        454752122        454717471        454683236        454648874        454614223        454579343        454545690        454512120        454478124        454443813        454411406        454378183        454031071   
455028597     454983149        454942376        454904038        454864638        454826066        454788134        454752130        454717497        454683244        454648882        454614249        454579137        454545716        454512138        454478132        454443821        454411414        454378209        454029810   
455028605     454983164        454942210        454904046        454864653        454826124        454788159        454752148        454717513        454683269        454648890        454614256        454579145        454545500        454512146        454478140        454443839        454411422        454378217        454029711   
455028613     454983198        454942228        454904061        454864661        454825951        454788167        454752163        454717315        454683277        454648692        454614033        454579152        454545518        454511932        454478157        454443847        454411430        454378225        454029570   
455028621     454983214        454942251        454903857        454864695        454826009        454788175        454752189        454717323        454683285        454648700        454614041        454579160        454545526        454511940        454478165        454443854        454411448        454378233        454029307   
455028639     454983222        454942269        454903865        454864703        454826017        454788183        454751967        454717349        454683293        454648718        454614058        454579178        454545534        454511957        454478173        454443870        454411455        454378241        454028838   
455028647     454983230        454942277        454903873        454864513        454826033        454788209        454751975        454717356        454683301        454648734        454614074        454579186        454545559        454511965        454478181        454443888        454411463        454378258        454028515   
455028654     454983032        454942087        454903881        454864521        454825845        454788001        454751983        454717372        454683319        454648742        454614090        454579194        454545583        454511973        454478199        454443672        454411471        454378035        454026196   
455028662     454983040        454942095        454903899        454864539        454825852        454788019        454751991        454717380        454683327        454648759        454614108        454579202        454545609        454512005        454478215        454443680        454411273        454378050        454025768   
455028670     454983065        454942103        454903907        454864554        454825860        454788027        454752007        454717398        454683129        454648767        454614124        454579210        454545385        454512013        454478009        454443706        454411281        454378068        454025669   
455028688     454983115        454942111        454903915        454864562        454825878        454788035        454752023        454717216        454683145        454648775        454614132        454579020        454545393        454512021        454478017        454443714        454411299        454378076        454025446   
455028498     454983123        454942137        454903923        454864588        454825886        454788068        454752031        454717224        454683152        454648783        454614140        454579046        454545401        454512039        454478025        454443722        454411315        454378084        454024993   
455028522     454982927        454942145        454903949        454864604        454825894        454788084        454752049        454717232        454683160        454648791        454613928        454579053        454545435        454511833        454478033        454443730        454411323        454378092        454023763   
455028548     454982943        454942152        454903956        454864398        454825910        454788092        454752064        454717240        454683178        454648577        454613936        454579061        454545450        454511841        454478058        454443755        454411331        454378100        454022419   
455028563     454982976        454942160        454903741        454864406        454825928        454788100        454751850        454717257        454683186        454648585        454613944        454579079        454545468        454511858        454478074        454443771        454411349        454378118        454022070   
455028373     454982984        454942178        454903758        454864414        454825936        454787896        454751868        454717265        454683194        454648593        454613969        454579095        454545476        454511866        454478090        454443573        454411356        454378126        454021270   
455028381     454982992        454941964        454903766        454864422        454825738        454787904        454751876        454717273        454683202        454648619        454613977        454579103        454545484        454511874        454478108        454443581        454411364        454378134        454018789   
455028415     454983008        454941972        454903774        454864471        454825746        454787912        454751884        454717281        454683210        454648643        454613985        454579129        454545278        454511882        454477902        454443599        454411372        454377946        454018698   
455028423     454983024        454941980        454903808        454864489        454825753        454787920        454751900        454717307        454683004        454648676        454613993        454578915        454545286        454511890        454477910        454443615        454411166        454377953        454018714   
455028431     454982810        454941998        454903816        454864497        454825761        454787938        454751918        454717109        454683012        454648684        454614009        454578923        454545302        454511916        454477936        454443623        454411174        454377961        454018490   
455028449     454982828        454942004        454903840        454864323        454825779        454787946        454751926        454717117        454683020        454648452        454614017        454578931        454545310        454511924        454477969        454443631        454411190        454377979        454017369   
455028456     454982836        454942012        454903659        454864331        454825787        454787953        454751934        454717125        454683046        454648460        454613811        454578949        454545336        454511718        454477977        454443649        454411208        454377987        454017088   
455028258     454982844        454942020        454903667        454864349        454825795        454787961        454751942        454717133        454683053        454648478        454613837        454578956        454545344        454511726        454477993        454443656        454411224        454377995        454016312   
455028266     454982851        454942038        454903691        454864364        454825803        454787979        454751959        454717141        454683061        454648494        454613845        454578964        454545351        454511734        454477795        454443664        454411232        454378001        454015512   
455028282     454982877        454942053        454903709        454864372        454825829        454787797        454751751        454717166        454683079        454648502        454613852        454578972        454545369        454511759        454477803        454443458        454411257        454378019        454015306   
455028290     454982885        454941857        454903733        454864380        454825613        454787805        454751769        454717174        454683087        454648510        454613860        454578980        454545377        454511775        454477811        454443466        454411265        454378027        454015231   
455028316     454982893        454941865        454903535        454864174        454825621        454787821        454751777        454717182        454683095        454648544        454613878        454578998        454545153        454511783        454477829        454443474        454411059        454377813        454014358   
455028324     454982919        454941873        454903576        454864182        454825639        454787854        454751785        454716978        454683103        454648551        454613886        454579004        454545161        454511791        454477837        454443482        454411067        454377821        454013798   
455028134     454982703        454941899        454903592        454864190        454825647        454787888        454751793        454716994        454682899        454648569        454613894        454579012        454545179        454511809        454477852        454443508        454411075        454377839        454012550   
455028142     454982711        454941907        454903626        454864208        454825654        454787672        454751819        454717000        454682907        454648338        454613910        454578808        454545187        454511817        454477860        454443524        454411083        454377847        454012329   
455028159     454982737        454941915        454903428        454864216        454825670        454787680        454751843        454717018        454682915        454648353        454613704        454578816        454545195        454511619        454477878        454443540        454411091        454377854        454011818   
455028191     454982752        454941923        454903436        454864232        454825688        454787698        454751645        454717034        454682923        454648361        454613712        454578832        454545211        454511635        454477886        454443557        454411125        454377862        454011461   
455028209     454982786        454941949        454903444        454864240        454825704        454787714        454751652        454717042        454682931        454648379        454613720        454578857        454545229        454511643        454477670        454443334        454411133        454377870        454010950   
455028233     454982802        454941956        454903451        454864273        454825514        454787722        454751660        454717067        454682949        454648387        454613746        454578865        454545245        454511650        454477712        454443342        454411158        454377888        454010679   
455028035     454982596        454941741        454903469        454864067        454825530        454787748        454751686        454717075        454682956        454648403        454613753        454578873        454545260        454511676        454477738        454443359        454410945        454377904        454010356   
455028068     454982612        454941758        454903477        454864075        454825555        454787755        454751694        454717083        454682964        454648411        454613761        454578881        454545047        454511684        454477746        454443375        454410952        454377912        454010075   
455028076     454982620        454941766        454903493        454864083        454825571        454787763        454751702        454716861        454682980        454648429        454613779        454578907        454545062        454511692        454477753        454443383        454410960        454377706        454009739   
455028084     454982653        454941774        454903303        454864091        454825399        454787771        454751728        454716879        454682998        454648437        454613787        454578675        454545070        454511700        454477761        454443409        454410978        454377714        454009515   
455028118     454982661        454941808        454903337        454864109        454825423        454787565        454751736        454716887        454682782        454648221        454613795        454578683        454545088        454511502        454477779        454443417        454411000        454377722        454008079   
455027904     454982679        454941824        454903360        454864117        454825431        454787581        454751744        454716895        454682790        454648239        454613803        454578717        454545096        454511510        454477787        454443425        454411018        454377730        454007592   
455027912     454982687        454941832        454903386        454864125        454825449        454787599        454751520        454716903        454682808        454648247        454613605        454578725        454545104        454511528        454477555        454443219        454411034        454377748        454007501   
455027920     454982695        454941634        454903402        454864133        454825456        454787649        454751546        454716929        454682816        454648254        454613613        454578741        454545120        454511536        454477563        454443227        454410838        454377755        454007121   
455027961     454982497        454941642        454903238        454864158        454825464        454787441        454751553        454716945        454682824        454648262        454613621        454578758        454545146        454511569        454477597        454443235        454410846        454377771        454006362   
455027979     454982539        454941659        454903246        454864166        454825480        454787458        454751561        454716952        454682832        454648270        454613639        454578774        454544925        454511577        454477605        454443243        454410853        454377789        454006321   
455027995     454982554        454941667        454903261        454863952        454825498        454787474        454751595        454716960        454682840        454648288        454613647        454578790        454544933        454511585        454477613        454443268        454410861        454377797        454005968   
455027797     454982562        454941683        454903279        454863960        454825282        454787508        454751603        454716762        454682857        454648304        454613654        454578568        454544941        454511593        454477621        454443276        454410879        454377805        454005802   
455027805     454982588        454941691        454903287        454863978        454825316        454787516        454751611        454716770        454682865        454648312        454613662        454578576        454544958        454511395        454477639        454443292        454410887        454377599        454004813   
455027813     454982380        454941535        454903295        454863986        454825332        454787532        454751629        454716804        454682881        454648320        454613670        454578584        454544966        454511403        454477654        454443300        454410895        454377607        454004623   
455027839     454982406        454941568        454903071        454864000        454825340        454787540        454751637        454716820        454682675        454648122        454613688        454578592        454544974        454511429        454477449        454443318        454410903        454377615        454004136   
455027854     454982414        454941592        454903089        454864018        454825373        454787334        454751413        454716846        454682683        454648130        454613480        454578600        454544990        454511460        454477456        454443326        454410911        454377623        454003757   
455027862     454982455        454941600        454903105        454864059        454825183        454787359        454751421        454716853        454682691        454648171        454613498        454578618        454545013        454511478        454477464        454443136        454410929        454377631        454003161   
455027870     454982463        454941618        454903113        454863820        454825191        454787367        454751439        454716648        454682709        454648205        454613506        454578626        454545021        454511486        454477472        454443144        454410937        454377649        454003252   
455027888     454982471        454941410        454903139        454863853        454825209        454787391        454751447        454716655        454682725        454648213        454613522        454578634        454544818        454511270        454477498        454443151        454410713        454377656        454002908   
455027680     454982265        454941436        454903154        454863861        454825225        454787409        454751454        454716663        454682733        454648007        454613530        454578642        454544826        454511288        454477506        454443169        454410721        454377664        454002288   
455027714     454982273        454941444        454903162        454863879        454825241        454787417        454751462        454716671        454682741        454648023        454613563        454578659        454544842        454511304        454477514        454443185        454410739        454377672        454002189   
455027748     454982281        454941451        454903170        454863887        454825258        454787425        454751488        454716697        454682758        454648031        454613571        454578667        454544867        454511312        454477522        454443201        454410762        454377680        454001819   
455027755     454982299        454941469        454903188        454863895        454825266        454787433        454751504        454716705        454682766        454648064        454613589        454578451        454544875        454511320        454477340        454443003        454410796        454377698        454000183   
455027763     454982331        454941493        454902966        454863937        454825274        454787235        454751306        454716739        454682774        454648080        454613373        454578477        454544883        454511338        454477357        454443011        454410804        454377482        453999930   
455027771     454982364        454941501        454902974        454863945        454825076        454787243        454751322        454716747        454682568        454648106        454613381        454578485        454544909        454511346        454477365        454443029        454410812        454377508        453999534   
455027789     454982174        454941519        454902982        454863713        454825084        454787276        454751348        454716531        454682576        454647892        454613399        454578493        454544701        454511353        454477373        454443052        454410820        454377516        453999195   
455027581     454982182        454941295        454902990        454863721        454825118        454787284        454751355        454716556        454682584        454647900        454613423        454578501        454544719        454511361        454477381        454443060        454410606        454377524        453998981   
455027599     454982190        454941303        454903006        454863747        454825134        454787292        454751371        454716572        454682592        454647918        454613431        454578519        454544727        454511379        454477399        454443078        454410614        454377532        453997504   
455027607     454982216        454941311        454903014        454863754        454825159        454787318        454751397        454716598        454682600        454647926        454613456        454578527        454544743        454511163        454477407        454443086        454410630        454377557        453997546   
455027623     454982224        454941345        454903022        454863762        454825167        454787326        454751199        454716606        454682618        454647934        454613472        454578535        454544776        454511189        454477415        454443094        454410648        454377565        453997090   
455027631     454982240        454941352        454903030        454863788        454825175        454787110        454751207        454716614        454682626        454647942        454613266        454578543        454544800        454511197        454477423        454442880        454410655        454377375        453996969   
455027672     454982257        454941360        454903048        454863648        454824947        454787136        454751215        454716432        454682634        454647959        454613274        454578550        454544594        454511205        454477431        454442922        454410663        454377391        453996035   
455027474     454982059        454941394        454903055        454863663        454824954        454787144        454751223        454716440        454682642        454647967        454613290        454578345        454544602        454511239        454477225        454442930        454410671        454377409        453994964   
455027482     454982067        454941402        454903063        454863671        454824962        454787151        454751249        454716465        454682659        454647975        454613316        454578360        454544628        454511254        454477233        454442955        454410689        454377417        453994550   
455027490     454982075        454941188        454902859        454863481        454824996        454787169        454751256        454716473        454682667        454647983        454613324        454578386        454544644        454511262        454477241        454442963        454410697        454377425        453993354   
455027508     454982109        454941196        454902867        454863499        454825001        454787177        454751264        454716481        454682451        454647991        454613332        454578394        454544651        454511049        454477258        454442971        454410705        454377433        453993123   
455027516     454982117        454941204        454902875        454863507        454825019        454787185        454751272        454716499        454682469        454647785        454613340        454578410        454544669        454511056        454477266        454442773        454410515        454377441        453993131   
455027524     454982125        454941212        454902883        454863515        454825035        454787201        454751082        454716507        454682477        454647793        454613365        454578428        454544677        454511064        454477274        454442799        454410523        454377466        453992877   
455027532     454982133        454941220        454902891        454863523        454825050        454787003        454751090        454716515        454682485        454647801        454613159        454578444        454544685        454511072        454477282        454442807        454410549        454377474        453992471   


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455027557     454982141        454941238        454902909        454863531        454825068        454787011        454751108        454716317        454682493        454647819        454613167        454578238        454544693        454511080        454477290        454442815        454410564        454377250        453991523   
455027359     454981911        454941246        454902917        454863549        454824863        454787029        454751116        454716325        454682501        454647827        454613175        454578246        454544495        454511098        454477308        454442823        454410572        454377268        453991192   
455027367     454981937        454941279        454902925        454863556        454824889        454787037        454751124        454716333        454682519        454647835        454613183        454578253        454544503        454511106        454477316        454442831        454410598        454377276        453990806   
455027375     454981952        454941287        454902933        454863564        454824897        454787045        454751165        454716341        454682527        454647843        454613191        454578261        454544511        454511114        454477324        454442856        454410390        454377284        453990830   
455027383     454981960        454941071        454902958        454863572        454824905        454787052        454751173        454716358        454682535        454647850        454613217        454578279        454544537        454511130        454477126        454442864        454410408        454377292        453989956   
455027409     454981978        454941089        454902743        454863382        454824921        454787102        454750993        454716366        454682543        454647868        454613233        454578287        454544552        454511155        454477134        454442872        454410416        454377300        453989014   
455027417     454981994        454941097        454902768        454863408        454824723        454786898        454751009        454716374        454682550        454647876        454613241        454578295        454544560        454510942        454477167        454442682        454410424        454377326        453988370   
455027425     454982026        454941105        454902776        454863457        454824731        454786948        454751017        454716382        454682345        454647884        454613258        454578311        454544586        454510959        454477175        454442690        454410440        454377334        453987513   
455027441     454981804        454941113        454902784        454863275        454824756        454786963        454751025        454716390        454682352        454647660        454613043        454578329        454544412        454510967        454477183        454442724        454410457        454377342        453987430   
455027458     454981812        454941147        454902792        454863291        454824764        454786971        454751033        454716408        454682360        454647678        454613068        454578113        454544420        454510975        454477191        454442732        454410465        454377359        453987208   
455027250     454981820        454941154        454902800        454863309        454824772        454786989        454751058        454716200        454682378        454647686        454613076        454578139        454544438        454510983        454477209        454442740        454410473        454377136        453986770   
455027292     454981846        454941162        454902818        454863317        454824780        454786997        454751066        454716218        454682386        454647702        454613084        454578154        454544446        454510991        454477001        454442757        454410481        454377144        453985814   
455027300     454981887        454940941        454902834        454863325        454824806        454786781        454751074        454716226        454682394        454647710        454613092        454578162        454544461        454511007        454477019        454442765        454410267        454377177        453985608   
455027318     454981895        454940958        454902628        454863333        454824822        454786799        454750878        454716242        454682402        454647728        454613118        454578170        454544487        454511031        454477027        454442559        454410275        454377185        453984825   
455027334     454981903        454940974        454902644        454863341        454824616        454786807        454750894        454716259        454682410        454647744        454613126        454578188        454544271        454510835        454477035        454442567        454410283        454377193        453984403   
455027342     454981705        454940982        454902651        454863366        454824624        454786831        454750902        454716283        454682428        454647751        454613134        454578196        454544289        454510843        454477043        454442583        454410309        454377201        453984122   
455027136     454981747        454940990        454902669        454863150        454824640        454786849        454750910        454716291        454682436        454647769        454613142        454578204        454544305        454510850        454477050        454442591        454410317        454377219        453983470   
455027151     454981762        454941006        454902677        454863168        454824657        454786856        454750928        454716309        454682444        454647777        454612938        454578212        454544313        454510868        454477068        454442609        454410333        454377227        453983512   
455027169     454981770        454941014        454902685        454863176        454824673        454786864        454750936        454716077        454682238        454647546        454612979        454578006        454544321        454510876        454477076        454442625        454410341        454377243        453982910   
455027177     454981788        454941022        454902693        454863184        454824681        454786666        454750951        454716101        454682253        454647561        454612987        454578014        454544339        454510884        454477084        454442633        454410366        454377029        453981540   
455027185     454981796        454941048        454902701        454863192        454824699        454786674        454750969        454716119        454682279        454647579        454612995        454578030        454544354        454510892        454477092        454442641        454410374        454377037        453981359   
455027193     454981580        454941063        454902719        454863200        454824707        454786682        454750746        454716143        454682287        454647587        454613001        454578048        454544362        454510900        454477100        454442658        454410150        454377052        453981219   
455027227     454981606        454940834        454902727        454863218        454824715        454786690        454750753        454716184        454682295        454647595        454613027        454578063        454544172        454510918        454476896        454442443        454410168        454377060        453980393   
455027235     454981622        454940842        454902735        454863234        454824525        454786757        454750779        454716192        454682311        454647629        454613035        454578097        454544180        454510934        454476904        454442450        454410176        454377078        453980179   
455027029     454981655        454940859        454902503        454863259        454824574        454786765        454750795        454715970        454682329        454647645        454612847        454577941        454544198        454510728        454476912        454442468        454410184        454377094        453980195   
455027037     454981663        454940867        454902511        454863036        454824582        454786559        454750803        454715988        454682337        454647462        454612854        454577974        454544206        454510736        454476920        454442476        454410192        454377102        453979825   
455027045     454981671        454940883        454902529        454863051        454824590        454786567        454750829        454715996        454682121        454647470        454612870        454577982        454544214        454510744        454476938        454442484        454410200        454377110        453979346   
455027052     454981473        454940891        454902537        454863069        454824384        454786583        454750837        454716002        454682147        454647488        454612896        454577990        454544230        454510751        454476946        454442492        454410218        454377128        453979288   
455027060     454981507        454940917        454902560        454863093        454824392        454786609        454750852        454716010        454682154        454647504        454612714        454577784        454544248        454510769        454476953        454442526        454410226        454376914        453978538   
455027078     454981515        454940925        454902578        454863101        454824400        454786617        454750647        454716028        454682170        454647512        454612730        454577792        454544263        454510827        454476961        454442534        454410234        454376922        453978371   
455027086     454981523        454940933        454902586        454863135        454824434        454786633        454750654        454716044        454682188        454647520        454612748        454577800        454544073        454510629        454476979        454442542        454410242        454376930        453977498   
455027128     454981556        454940719        454902602        454862921        454824467        454786641        454750670        454716051        454682196        454647306        454612771        454577818        454544081        454510637        454476987        454442336        454410259        454376948        453977357   
455026914     454981572        454940727        454902610        454862947        454824483        454786658        454750688        454716069        454682204        454647314        454612789        454577834        454544099        454510645        454476995        454442344        454410044        454376955        453977084   
455026948     454981358        454940735        454902396        454862954        454824285        454786450        454750696        454715863        454682220        454647322        454612805        454577859        454544115        454510660        454476789        454442351        454410069        454376963        453976565   
455026963     454981408        454940750        454902404        454862988        454824293        454786476        454750738        454715871        454682014        454647330        454612813        454577867        454544123        454510678        454476797        454442377        454410085        454376971        453976367   
455026971     454981424        454940792        454902412        454863010        454824319        454786484        454750548        454715889        454682030        454647348        454612615        454577875        454544131        454510686        454476805        454442385        454410093        454376989        453976227   
455026997     454981457        454940800        454902420        454863028        454824327        454786492        454750563        454715897        454682048        454647355        454612623        454577883        454544149        454510694        454476813        454442393        454410101        454376997        453976243   
455027011     454981465        454940818        454902446        454862814        454824335        454786500        454750571        454715905        454682055        454647363        454612631        454577677        454544156        454510702        454476821        454442401        454410127        454377003        453975575   
455026807     454981234        454940826        454902453        454862822        454824343        454786526        454750589        454715921        454682063        454647389        454612649        454577701        454543950        454510710        454476839        454442419        454410135        454377011        453975112   
455026815     454981267        454940602        454902461        454862830        454824350        454786534        454750605        454715939        454682071        454647397        454612656        454577719        454543976        454510512        454476847        454442427        454410143        454376807        453975120   
455026823     454981275        454940628        454902479        454862863        454824178        454786542        454750613        454715947        454682089        454647421        454612664        454577727        454543984        454510553        454476854        454442435        454409947        454376815        453974800   
455026831     454981291        454940636        454902495        454862871        454824186        454786336        454750621        454715954        454682097        454647181        454612672        454577743        454543992        454510579        454476862        454442229        454409954        454376823        453974685   
455026849     454981325        454940644        454902289        454862897        454824202        454786344        454750423        454715962        454682105        454647199        454612680        454577750        454544016        454510595        454476870        454442237        454409962        454376856        453972978   
455026880     454981333        454940651        454902297        454862913        454824210        454786369        454750431        454715756        454682113        454647223        454612698        454577768        454544032        454510603        454476672        454442245        454409970        454376864        453972358   
455026898     454981341        454940669        454902305        454862707        454824236        454786377        454750449        454715764        454681909        454647231        454612706        454577578        454544057        454510413        454476680        454442252        454409996        454376872        453972150   
455026690     454981135        454940677        454902313        454862715        454824244        454786393        454750464        454715772        454681917        454647249        454612490        454577586        454543869        454510421        454476698        454442260        454410002        454376880        453972036   
455026708     454981150        454940685        454902321        454862731        454824251        454786401        454750472        454715780        454681925        454647256        454612508        454577594        454543877        454510439        454476706        454442278        454410010        454376906        453971939   
455026716     454981168        454940693        454902347        454862749        454824061        454786419        454750480        454715798        454681933        454647272        454612516        454577610        454543885        454510447        454476714        454442286        454410028        454376708        453971764   
455026724     454981200        454940701        454902354        454862756        454824095        454786427        454750498        454715806        454681958        454647280        454612524        454577628        454543893        454510462        454476722        454442294        454410036        454376724        453971459   
455026732     454981226        454940495        454902362        454862772        454824103        454786229        454750506        454715814        454681966        454647298        454612532        454577644        454543901        454510470        454476730        454442302        454409814        454376732        453970949   
455026757     454981036        454940503        454902370        454862780        454824111        454786237        454750308        454715822        454681974        454647082        454612565        454577669        454543927        454510488        454476748        454442310        454409822        454376740        453970709   
455026781     454981044        454940529        454902388        454862798        454824129        454786252        454750316        454715848        454681982        454647090        454612573        454577446        454543935        454510496        454476755        454442120        454409830        454376757        453970428   
455026591     454981051        454940545        454902180        454862806        454824145        454786260        454750324        454715640        454681990        454647116        454612581        454577453        454543943        454510504        454476763        454442138        454409848        454376765        453970048   
455026625     454981069        454940552        454902198        454862608        454824160        454786294        454750332        454715665        454682006        454647124        454612375        454577461        454543745        454510314        454476771        454442146        454409855        454376773        453970055   
455026641     454981101        454940560        454902206        454862616        454823964        454786328        454750357        454715673        454681784        454647132        454612391        454577479        454543752        454510322        454476565        454442153        454409863        454376781        453969024   
455026658     454981119        454940586        454902214        454862624        454823972        454786112        454750365        454715681        454681792        454647140        454612409        454577487        454543760        454510348        454476573        454442161        454409871        454376799        453968711   
455026674     454980905        454940594        454902222        454862632        454823998        454786120        454750373        454715699        454681800        454647157        454612417        454577503        454543778        454510355        454476599        454442179        454409897        454376583        453968430   
455026484     454980970        454940388        454902230        454862640        454824012        454786138        454750381        454715707        454681818        454647165        454612425        454577529        454543794        454510363        454476607        454442187        454409905        454376591        453966558   
455026518     454980988        454940404        454902248        454862657        454824038        454786153        454750191        454715715        454681842        454646969        454612433        454577537        454543802        454510389        454476615        454442195        454409913        454376617        453966343   
455026526     454980996        454940420        454902255        454862665        454824046        454786161        454750209        454715723        454681859        454646977        454612441        454577545        454543810        454510397        454476623        454442203        454409699        454376625        453966236   
455026534     454981002        454940438        454902263        454862681        454823840        454786179        454750217        454715731        454681867        454646985        454612458        454577339        454543836        454510405        454476631        454442211        454409707        454376633        453966061   
455026542     454980780        454940479        454902271        454862491        454823857        454786187        454750225        454715749        454681875        454646993        454612474        454577347        454543844        454510207        454476649        454442005        454409723        454376641        453965386   
455026559     454980806        454940487        454902073        454862517        454823865        454786195        454750233        454715533        454681883        454647009        454612250        454577354        454543620        454510215        454476656        454442013        454409731        454376666        453964561   
455026567     454980814        454940289        454902081        454862525        454823873        454786211        454750241        454715541        454681891        454647017        454612268        454577362        454543646        454510249        454476664        454442021        454409749        454376674        453963142   
455026575     454980848        454940297        454902099        454862541        454823881        454786005        454750258        454715558        454681677        454647025        454612284        454577396        454543679        454510256        454476441        454442047        454409772        454376468        453962664   
455026369     454980863        454940305        454902107        454862558        454823899        454786013        454750266        454715566        454681693        454647033        454612300        454577404        454543687        454510264        454476458        454442054        454409780        454376476        453961435   
455026377     454980897        454940313        454902115        454862566        454823907        454786021        454750274        454715574        454681701        454647041        454612318        454577420        454543711        454510272        454476466        454442062        454409798        454376484        453960700   
455026393     454980699        454940321        454902123        454862574        454823915        454786039        454750282        454715582        454681719        454647058        454612334        454577438        454543729        454510298        454476474        454442088        454409806        454376492        453960569   
455026427     454980707        454940354        454902131        454862368        454823931        454786047        454750290        454715590        454681735        454647066        454612342        454577206        454543737        454510306        454476482        454441890        454409574        454376518        453959967   
455026435     454980715        454940370        454902164        454862392        454823949        454786062        454750084        454715608        454681768        454646852        454612144        454577214        454543505        454510082        454476490        454441916        454409582        454376526        453958704   
455026443     454980731        454940164        454901950        454862400        454823741        454786088        454750092        454715616        454681776        454646860        454612169        454577222        454543513        454510090        454476508        454441932        454409608        454376534        453957730   
455026450     454980772        454940172        454901968        454862418        454823774        454786096        454750100        454715624        454681560        454646878        454612177        454577248        454543539        454510140        454476524        454441940        454409616        454376542        453956906   
455026260     454980566        454940180        454901976        454862426        454823782        454786104        454750118        454715632        454681610        454646886        454612201        454577255        454543547        454510157        454476540        454441957        454409624        454376559        453956666   


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455026302     454980574        454940206        454901984        454862251        454823808        454785890        454750126        454715434        454681669        454646894        454612235        454577263        454543554        454510165        454476557        454441973        454409632        454376567        453955734   
455026310     454980608        454940214        454901992        454862293        454823816        454785908        454750134        454715442        454681446        454646902        454612243        454577271        454543570        454510181        454476334        454441981        454409640        454376344        453955114   
455026336     454980616        454940222        454902008        454862319        454823832        454785916        454750142        454715459        454681453        454646910        454612029        454577289        454543588        454509977        454476342        454441999        454409657        454376369        453954075   
455026146     454980624        454940230        454902016        454862335        454823626        454785932        454750167        454715467        454681461        454646928        454612045        454577305        454543380        454509985        454476367        454441783        454409665        454376377        453953614   
455026153     454980640        454940248        454902024        454862343        454823642        454785957        454750175        454715483        454681479        454646951        454612052        454577099        454543398        454509993        454476383        454441791        454409673        454376385        453953275   
455026161     454980657        454940255        454902032        454862350        454823659        454785965        454750183        454715509        454681511        454646746        454612060        454577107        454543406        454510009        454476417        454441809        454409467        454376401        453952400   
455026179     454980483        454940263        454901844        454862152        454823667        454785973        454749995        454715517        454681545        454646753        454612078        454577115        454543414        454510017        454476425        454441817        454409475        454376427        453950768   
455026203     454980491        454940057        454901851        454862186        454823709        454785981        454750001        454715335        454681347        454646761        454612086        454577123        454543430        454510025        454476433        454441882        454409483        454376435        453950586   
455026211     454980509        454940073        454901869        454862194        454823717        454785783        454750019        454715343        454681388        454646779        454612094        454577131        454543448        454510033        454476201        454441676        454409491        454376237        453950198   
455026039     454980533        454940107        454901877        454862202        454823519        454785817        454750027        454715350        454681396        454646787        454612102        454577149        454543455        454510041        454476243        454441684        454409509        454376245        453949687   
455026047     454980541        454940115        454901893        454862210        454823527        454785825        454750035        454715368        454681404        454646795        454612128        454577164        454543463        454510058        454476250        454441692        454409517        454376260        453949729   
455026070     454980558        454940149        454901901        454862228        454823535        454785833        454750043        454715376        454681412        454646803        454611914        454577180        454543471        454510066        454476268        454441718        454409525        454376278        453949471   
455026088     454980327        454940156        454901919        454862236        454823550        454785841        454750050        454715384        454681420        454646811        454611922        454577198        454543489        454510074        454476276        454441734        454409541        454376286        453947285   
455026096     454980376        454939943        454901927        454862244        454823576        454785858        454750068        454715392        454681438        454646829        454611930        454576992        454543273        454509878        454476284        454441742        454409558        454376294        453945719   
455026112     454980384        454939976        454901935        454862046        454823584        454785692        454749862        454715400        454681230        454646837        454611955        454577008        454543281        454509886        454476292        454441759        454409566        454376328        453945735   
455026120     454980400        454939984        454901737        454862053        454823592        454785734        454749888        454715418        454681248        454646845        454611963        454577016        454543299        454509894        454476300        454441767        454409335        454376336        453945420   
455025924     454980442        454939992        454901745        454862061        454823600        454785742        454749896        454715426        454681255        454646639        454611971        454577024        454543307        454509902        454476318        454441775        454409350        454376120        453944126   
455025973     454980228        454940024        454901752        454862079        454823618        454785767        454749904        454715210        454681263        454646647        454611997        454577057        454543323        454509910        454476326        454441569        454409376        454376138        453943623   
455025999     454980236        454939869        454901760        454862095        454823402        454785775        454749912        454715228        454681271        454646654        454612011        454577065        454543331        454509928        454476102        454441577        454409384        454376161        453942997   
455026013     454980244        454939893        454901778        454862111        454823410        454785577        454749920        454715236        454681289        454646662        454611807        454577073        454543349        454509936        454476144        454441585        454409392        454376179        453942443   
455026021     454980269        454939919        454901786        454862129        454823428        454785593        454749938        454715244        454681297        454646670        454611815        454576869        454543356        454509944        454476177        454441593        454409418        454376195        453942229   
455025825     454980277        454939927        454901802        454862137        454823477        454785601        454749946        454715251        454681305        454646688        454611823        454576877        454543364        454509951        454476185        454441601        454409426        454376203        453941080   
455025833     454980285        454939935        454901828        454861923        454823485        454785635        454749953        454715269        454681313        454646696        454611831        454576901        454543174        454509969        454476193        454441619        454409434        454376229        453940942   
455025841     454980293        454939729        454901638        454861931        454823287        454785643        454749979        454715277        454681321        454646712        454611864        454576927        454543182        454509746        454476003        454441635        454409442        454376013        453940736   
455025858     454980319        454939745        454901646        454861949        454823303        454785650        454749755        454715285        454681115        454646720        454611872        454576950        454543190        454509779        454476011        454441643        454409228        454376021        453940785   
455025882     454980103        454939752        454901653        454861956        454823311        454785668        454749771        454715293        454681123        454646738        454611880        454576976        454543208        454509795        454476029        454441650        454409236        454376039        453940041   
455025700     454980152        454939760        454901661        454861964        454823329        454785445        454749789        454715301        454681131        454646514        454611690        454576752        454543216        454509803        454476037        454441668        454409244        454376047        453939357   
455025759     454980160        454939778        454901703        454862004        454823345        454785460        454749797        454715319        454681149        454646522        454611716        454576760        454543224        454509829        454476060        454441460        454409251        454376054        453939324   
455025767     454980178        454939786        454901513        454862012        454823360        454785478        454749805        454715103        454681156        454646530        454611724        454576778        454543232        454509837        454476094        454441486        454409269        454376062        453938441   
455025775     454980186        454939794        454901521        454862020        454823378        454785510        454749813        454715111        454681164        454646548        454611732        454576786        454543240        454509639        454475898        454441494        454409285        454376088        453501520   
455025791     454980194        454939802        454901547        454861816        454823386        454785536        454749839        454715129        454681172        454646555        454611740        454576794        454543257        454509647        454475914        454441502        454409301        454376096        453486219   
455025809     454979998        454939828        454901562        454861832        454823188        454785551        454749847        454715137        454681198        454646563        454611765        454576802        454543265        454509654        454475922        454441510        454409319        454376104        453485708   
455025593     454980012        454939620        454901570        454861840        454823204        454785346        454749649        454715152        454681206        454646589        454611799        454576828        454543067        454509662        454475948        454441528        454409111        454376112        453480857   
455025619     454980061        454939638        454901588        454861881        454823220        454785353        454749656        454715178        454681214        454646597        454611583        454576836        454543083        454509670        454475963        454441536        454409137        454375908        453479446   
455025627     454980079        454939653        454901604        454861899        454823238        454785361        454749664        454715186        454681008        454646605        454611591        454576851        454543091        454509688        454475989        454441544        454409152        454375924        453469512   
455025635     454980095        454939679        454901612        454861915        454823246        454785379        454749672        454715194        454681016        454646613        454611609        454576646        454543109        454509696        454475997        454441346        454409160        454375932        453464125   
455025668     454979881        454939687        454901414        454861709        454823253        454785395        454749698        454715202        454681024        454646621        454611617        454576661        454543117        454509704        454475773        454441379        454409178        454375940        453452211   
455025676     454979923        454939695        454901422        454861725        454823261        454785411        454749706        454714999        454681032        454646407        454611633        454576679        454543125        454509712        454475823        454441387        454409186        454375957        453449720   
455025486     454979931        454939711        454901448        454861733        454823063        454785437        454749714        454715004        454681040        454646415        454611641        454576687        454543133        454509720        454475849        454441403        454409194        454375965        453445454   
455025502     454979972        454939505        454901455        454861741        454823071        454785221        454749722        454715012        454681057        454646423        454611658        454576703        454543141        454509738        454475856        454441411        454409202        454375973        453439341   
455025528     454979980        454939513        454901463        454861758        454823089        454785239        454749730        454715020        454681065        454646431        454611492        454576711        454543166        454509563        454475864        454441429        454408998        454375981        453412215   
455025569     454979774        454939521        454901471        454861782        454823097        454785247        454749748        454715038        454681073        454646449        454611500        454576729        454542960        454509571        454475872        454441437        454409004        454376005        453389082   
455025577     454979782        454939547        454901489        454861790        454823113        454785262        454749540        454715046        454681081        454646464        454611518        454576737        454542978        454509589        454475880        454441445        454409012        454375791        453384703   
455025585     454979808        454939562        454901497        454861808        454823121        454785270        454749557        454715079        454681099        454646498        454611534        454576745        454542986        454509597        454475666        454441247        454409020        454375809        453376501   
455025411     454979816        454939588        454901505        454861592        454823139        454785288        454749565        454715087        454681107        454646282        454611542        454576539        454543000        454509613        454475682        454441254        454409038        454375817        453366221   
455025429     454979857        454939596        454901299        454861600        454823147        454785304        454749573        454715095        454680893        454646290        454611567        454576547        454543034        454509423        454475690        454441262        454409046        454375833        453363012   
455025437     454979865        454939380        454901315        454861618        454822974        454785312        454749581        454714908        454680927        454646308        454611369        454576554        454543042        454509456        454475716        454441288        454409053        454375841        453360141   
455025445     454979873        454939406        454901323        454861634        454822982        454785320        454749615        454714916        454680935        454646316        454611377        454576562        454543059        454509472        454475724        454441296        454409061        454375858        453358244   
455025460     454979667        454939414        454901331        454861642        454822990        454785098        454749623        454714924        454680943        454646324        454611443        454576570        454542846        454509480        454475740        454441304        454409079        454375866        453357980   
455025478     454979675        454939422        454901349        454861659        454823014        454785106        454749631        454714932        454680950        454646332        454611450        454576588        454542853        454509498        454475765        454441312        454408881        454375882        453081721   
455025312     454979691        454939430        454901364        454861667        454823022        454785114        454749425        454714957        454680976        454646340        454611252        454576596        454542861        454509514        454475559        454441122        454408899        454375890        453060956   
455025320     454979709        454939448        454901372        454861691        454823030        454785122        454749441        454714965        454680984        454646357        454611278        454576604        454542879        454509316        454475567        454441130        454408907        454375676        453046849   
455025346     454979717        454939471        454901380        454861485        454823048        454785130        454749458        454714981        454680992        454646365        454611294        454576612        454542895        454509324        454475583        454441155        454408923        454375684        453012056   
455025361     454979741        454939489        454901398        454861501        454823055        454785148        454749466        454714775        454680794        454646381        454611302        454576620        454542911        454509332        454475591        454441163        454408949        454375700        452993694   
455025148     454979550        454939281        454901208        454861519        454822834        454785155        454749474        454714817        454680802        454646175        454611310        454576448        454542929        454509357        454475609        454441171        454408956        454375726        452941586   
455025155     454979576        454939299        454901224        454861535        454822842        454785163        454749490        454714825        454680836        454646183        454611336        454576455        454542937        454509365        454475633        454441189        454408964        454375734        452901846   
455025163     454979584        454939307        454901240        454861394        454822859        454785197        454749508        454714858        454680844        454646191        454611344        454576471        454542945        454509381        454475641        454441197        454408972        454375742        452885262   
455025197     454979600        454939315        454901265        454861410        454822867        454784984        454749318        454714866        454680851        454646209        454611146        454576489        454542739        454509399        454475443        454441205        454408766        454375759        452882350   
455025205     454979618        454939323        454901273        454861428        454822875        454785007        454749326        454714874        454680687        454646225        454611161        454576513        454542747        454509407        454475450        454441213        454408774        454375775        452878986   
455025213     454979626        454939331        454901091        454861436        454822883        454785049        454749334        454714668        454680703        454646233        454611179        454576521        454542754        454509415        454475476        454441221        454408782        454375551        452870686   
455025221     454979634        454939349        454901109        454861444        454822891        454785056        454749359        454714676        454680711        454646241        454611187        454576315        454542770        454509209        454475484        454441007        454408790        454375569        452866932   
455025239     454979642        454939364        454901117        454861451        454822917        454785072        454749375        454714692        454680737        454646258        454611195        454576331        454542788        454509217        454475526        454441015        454408808        454375577        452853476   
455025056     454979436        454939372        454901125        454861261        454822933        454785080        454749383        454714700        454680745        454646266        454611203        454576356        454542796        454509241        454475534        454441023        454408824        454375601        452836182   
455025098     454979444        454939166        454901158        454861295        454822719        454784869        454749391        454714718        454680752        454646274        454611211        454576380        454542812        454509258        454475351        454441049        454408832        454375619        452834351   
455025130     454979477        454939174        454901174        454861303        454822735        454784893        454749417        454714742        454680760        454646076        454611229        454576398        454542838        454509266        454475369        454441064        454408857        454375627        452825060   
455024927     454979527        454939208        454900986        454861311        454822743        454784901        454749201        454714759        454680588        454646092        454611237        454576406        454542630        454509282        454475377        454441098        454408873        454375635        452808660   
455024976     454979337        454939216        454901018        454861329        454822750        454784919        454749219        454714767        454680596        454646118        454611245        454576414        454542655        454509100        454475393        454441106        454408659        454375643        452805336   
455024984     454979345        454939224        454901026        454861352        454822768        454784927        454749227        454714551        454680638        454646134        454611039        454576216        454542663        454509118        454475419        454441114        454408667        454375650        452804305   
455024992     454979352        454939232        454901034        454861360        454822776        454784935        454749235        454714569        454680646        454646167        454611047        454576224        454542671        454509126        454475435        454440892        454408675        454375445        452804123   
455024851     454979360        454939257        454901059        454861154        454822784        454784943        454749243        454714593        454680653        454645953        454611054        454576232        454542689        454509134        454475229        454440918        454408709        454375452        452795255   
455024901     454979410        454939265        454901067        454861188        454822792        454784950        454749250        454714601        454680661        454645961        454611062        454576240        454542713        454509142        454475237        454440926        454408717        454375460        452774938   
455024919     454979220        454939059        454900861        454861204        454822818        454784752        454749268        454714619        454680679        454645979        454611088        454576257        454542721        454509167        454475245        454440934        454408725        454375478        452765969   
455024695     454979246        454939067        454900887        454861246        454822602        454784802        454749300        454714627        454680471        454645987        454611096        454576265        454542531        454509175        454475294        454440959        454408733        454375486        452742349   


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455024711     454979253        454939083        454900895        454861048        454822610        454784810        454749102        454714635        454680489        454645995        454611104        454576273        454542549        454509183        454475302        454440967        454408741        454375494        452735764   
455024737     454979261        454939091        454900911        454861055        454822636        454784828        454749110        454714643        454680513        454646001        454611112        454576281        454542556        454509191        454475328        454440975        454408758        454375510        452730716   
455024786     454979287        454939109        454900929        454861063        454822644        454784836        454749128        454714445        454680539        454646019        454611120        454576299        454542564        454508995        454475146        454440991        454408527        454375528        452725450   
455024794     454979295        454939117        454900952        454861071        454822651        454784851        454749136        454714478        454680570        454646027        454610932        454576166        454542572        454509001        454475161        454440785        454408543        454375536        452722861   
455024588     454979311        454939125        454900747        454861089        454822669        454784638        454749144        454714494        454680364        454646035        454610940        454576174        454542580        454509027        454475179        454440793        454408550        454375544        452716699   
455024604     454979105        454939141        454900762        454861097        454822685        454784646        454749151        454714510        454680372        454646043        454610965        454576182        454542598        454509035        454475195        454440801        454408568        454375338        452716053   
455024612     454979113        454939158        454900788        454861105        454822701        454784661        454749169        454714528        454680380        454646050        454610981        454576190        454542606        454509050        454475203        454440819        454408592        454375346        452712466   
455024679     454979147        454938945        454900820        454861139        454822495        454784679        454749177        454714536        454680398        454645862        454610999        454576208        454542614        454509068        454475211        454440827        454408600        454375353        452331572   
455024687     454979154        454938952        454900648        454860933        454822503        454784687        454749193        454714338        454680406        454645870        454611013        454576018        454542622        454509084        454475021        454440843        454408618        454375361        452052103   
455024513     454979162        454938960        454900663        454860958        454822511        454784695        454748997        454714346        454680414        454645896        454611021        454576034        454542416        454508896        454475039        454440868        454408634        454375387        452050404   
455024539     454979170        454938978        454900697        454860974        454822529        454784703        454749029        454714353        454680422        454645904        454610817        454576042        454542424        454508904        454475047        454440678        454408642        454375395        452013931   
455024547     454979188        454938986        454900705        454860982        454822545        454784711        454749037        454714361        454680430        454645912        454610825        454576059        454542440        454508912        454475054        454440686        454408428        454375437        451969067   
455024570     454979204        454938994        454900713        454861022        454822560        454784729        454749045        454714379        454680455        454645920        454610833        454576075        454542457        454508920        454475070        454440702        454408451        454375221        451528343   
455024364     454978990        454939018        454900721        454861030        454822578        454784737        454749060        454714387        454680463        454645938        454610858        454576083        454542473        454508938        454475096        454440710        454408477        454375239        449205376   
455024380     454979006        454939034        454900739        454860818        454822594        454784521        454749086        454714395        454680257        454645748        454610866        454575903        454542481        454508946        454475104        454440728        454408493        454375247        449145192   
455024406     454979022        454939042        454900531        454860826        454822396        454784554        454749094        454714411        454680265        454645789        454610874        454575911        454542499        454508953        454474891        454440744        454408303        454375254        443864699   
455024414     454979030        454938838        454900598        454860859        454822404        454784562        454748880        454714429        454680273        454645797        454610882        454575929        454542507        454508961        454474909        454440751        454408311        454375270        443456983   
455024240     454979055        454938846        454900606        454860867        454822420        454784570        454748898        454714213        454680281        454645813        454610890        454575960        454542515        454508979        454474917        454440769        454408329        454375288        443453832   
455024265     454979063        454938853        454900614        454860875        454822461        454784588        454748906        454714221        454680299        454645821        454610916        454575978        454542309        454508763        454474933        454440777        454408337        454375296        443452214   
455024299     454979089        454938861        454900622        454860891        454822487        454784596        454748914        454714247        454680315        454645615        454610734        454575986        454542317        454508771        454474941        454440561        454408352        454375304        443451703   
455024307     454979097        454938879        454900432        454860909        454822271        454784612        454748922        454714254        454680323        454645631        454610742        454575994        454542341        454508813        454474958        454440587        454408360        454375312        443449434   
455024315     454978891        454938895        454900457        454860917        454822289        454784414        454748930        454714262        454680331        454645649        454610759        454575796        454542358        454508821        454474966        454440595        454408378        454375320        443449095   
455024323     454978917        454938903        454900465        454860701        454822297        454784422        454748955        454714270        454680356        454645664        454610775        454575804        454542366        454508847        454474974        454440603        454408394        454375122        443448451   
455024331     454978933        454938929        454900507        454860719        454822305        454784430        454748963        454714288        454680141        454645680        454610783        454575820        454542374        454508862        454474784        454440611        454408402        454375148        443447925   
455024349     454978941        454938937        454900291        454860735        454822313        454784448        454748971        454714296        454680158        454645698        454610791        454575838        454542382        454508664        454474800        454440629        454408196        454375171        443446737   
455024141     454978958        454938721        454900317        454860743        454822321        454784455        454748773        454714304        454680174        454645706        454610809        454575846        454542390        454508672        454474818        454440645        454408204        454375189        443445754   
455024166     454978966        454938762        454900325        454860768        454822339        454784463        454748799        454714312        454680182        454645714        454610593        454575853        454542408        454508698        454474834        454440652        454408220        454375197        443443254   
455024174     454978974        454938770        454900341        454860784        454822347        454784471        454748807        454714114        454680190        454645508        454610627        454575861        454542192        454508706        454474842        454440660        454408238        454375205        443442868   
455024182     454978982        454938796        454900358        454860800        454822362        454784489        454748815        454714130        454680208        454645516        454610643        454575879        454542200        454508714        454474859        454440447        454408261        454375213        443440391   
455024208     454978784        454938812        454900366        454860594        454822370        454784497        454748823        454714148        454680216        454645532        454610650        454575887        454542218        454508722        454474867        454440462        454408279        454375007        443438320   
455024224     454978792        454938820        454900374        454860602        454822156        454784505        454748831        454714155        454680240        454645565        454610668        454575895        454542226        454508730        454474883        454440470        454408287        454375015        443438148   
455024034     454978818        454938614        454900390        454860628        454822164        454784307        454748849        454714163        454680034        454645573        454610684        454575689        454542234        454508755        454474677        454440488        454408295        454375023        443437397   
455024067     454978826        454938630        454900184        454860636        454822180        454784315        454748856        454714189        454680059        454645581        454610478        454575697        454542242        454508557        454474693        454440496        454408089        454375049        443437173   
455024083     454978834        454938655        454900192        454860644        454822198        454784323        454748872        454714197        454680067        454645599        454610502        454575705        454542259        454508573        454474701        454440504        454408105        454375056        443436894   
455024125     454978842        454938663        454900218        454860669        454822230        454784331        454748666        454714205        454680075        454645607        454610544        454575713        454542267        454508581        454474719        454440512        454408113        454375064        443436357   
455023937     454978867        454938671        454900226        454860677        454822248        454784349        454748674        454713991        454680091        454645409        454610551        454575721        454542275        454508599        454474727        454440520        454408121        454375072        443435862   
455023945     454978875        454938697        454900234        454860685        454822255        454784398        454748682        454714007        454680109        454645417        454610569        454575739        454542283        454508615        454474735        454440538        454408139        454375080        443436076   
455023952     454978677        454938705        454900259        454860693        454822040        454784406        454748716        454714015        454680117        454645425        454610585        454575762        454542291        454508623        454474750        454440546        454408147        454375098        443435409   
455023960     454978685        454938713        454900283        454860487        454822057        454784208        454748724        454714031        454680125        454645433        454610361        454575770        454542085        454508631        454474768        454440553        454408154        454374893        443435441   
455023986     454978693        454938523        454900077        454860495        454822065        454784216        454748732        454714049        454680133        454645441        454610387        454575788        454542093        454508649        454474560        454440330        454408170        454374919        443435482   
455023994     454978701        454938531        454900085        454860529        454822073        454784224        454748757        454714056        454679911        454645458        454610395        454575580        454542101        454508656        454474578        454440348        454408188        454374927        443435037   
455024018     454978719        454938549        454900093        454860560        454822081        454784232        454748765        454714072        454679952        454645466        454610403        454575598        454542119        454508474        454474610        454440389        454407974        454374935        443435169   
455023812     454978735        454938564        454900101        454860370        454822099        454784240        454748567        454714080        454679960        454645482        454610411        454575606        454542127        454508482        454474628        454440397        454407982        454374943        443435292   
455023820     454978743        454938598        454900119        454860388        454822107        454784273        454748575        454714098        454679978        454645490        454610429        454575614        454542168        454508490        454474636        454440405        454407990        454374950        443434709   
455023846     454978750        454938606        454900127        454860396        454822115        454784281        454748583        454714106        454680026        454645292        454610437        454575622        454542184        454508508        454474651        454440413        454408006        454374968        443434725   
455023861     454978552        454938374        454900135        454860404        454822123        454784299        454748591        454713900        454679804        454645300        454610445        454575648        454541970        454508516        454474669        454440421        454408014        454374976        443434253   
455023879     454978586        454938416        454900143        454860420        454822149        454784083        454748609        454713918        454679812        454645326        454610452        454575655        454541988        454508524        454474446        454440439        454408022        454374984        443434378   
455023895     454978594        454938432        454900176        454860438        454821943        454784117        454748617        454713926        454679820        454645342        454610247        454575671        454542028        454508334        454474453        454440231        454408030        454374992        443434121   
455023713     454978602        454938440        454899964        454860446        454821950        454784125        454748641        454713942        454679838        454645359        454610262        454575473        454542036        454508342        454474461        454440249        454408063        454374786        443432968   
455023739     454978628        454938465        454899980        454860461        454821968        454784133        454748443        454713959        454679846        454645367        454610270        454575507        454542044        454508359        454474487        454440256        454408071        454374802        443433149   
455023747     454978636        454938473        454899998        454860479        454821976        454784141        454748450        454713967        454679853        454645375        454610288        454575515        454542069        454508375        454474503        454440264        454407867        454374828        443432281   
455023762     454978446        454938275        454900002        454860263        454821992        454784166        454748468        454713975        454679861        454645383        454610296        454575523        454542077        454508383        454474511        454440272        454407875        454374836        443431820   
455023796     454978453        454938283        454900028        454860271        454822008        454784174        454748476        454713777        454679879        454645391        454610304        454575531        454541855        454508391        454474529        454440280        454407891        454374844        443431259   
455023580     454978479        454938291        454900036        454860339        454822016        454784182        454748484        454713785        454679887        454645201        454610312        454575549        454541863        454508409        454474537        454440298        454407909        454374851        443431184   
455023606     454978487        454938358        454900044        454860347        454822024        454783960        454748500        454713793        454679903        454645219        454610320        454575564        454541871        454508425        454474545        454440306        454407933        454374869        443430376   
455023622     454978503        454938184        454900051        454860362        454822032        454783978        454748518        454713801        454679697        454645227        454610338        454575374        454541889        454508227        454474552        454440116        454407941        454374877        443429287   
455023630     454978529        454938192        454899857        454860149        454821877        454783994        454748542        454713819        454679705        454645235        454610346        454575408        454541905        454508243        454474339        454440124        454407958        454374885        443429162   
455023648     454978537        454938218        454899873        454860156        454821885        454784000        454748336        454713827        454679721        454645243        454610130        454575416        454541913        454508250        454474347        454440140        454407966        454374687        443428479   
455023655     454978347        454938226        454899881        454860172        454821901        454784018        454748344        454713835        454679739        454645268        454610148        454575424        454541939        454508268        454474362        454440157        454407743        454374695        443427836   
455023663     454978354        454938234        454899899        454860206        454821935        454784034        454748351        454713850        454679747        454645284        454610155        454575432        454541947        454508276        454474370        454440165        454407750        454374703        443426499   
455023465     454978362        454938242        454899907        454860214        454821737        454784042        454748377        454713868        454679762        454645060        454610171        454575440        454541954        454508284        454474388        454440173        454407768        454374711        443425954   
455023473     454978388        454938051        454899923        454860248        454821778        454784067        454748385        454713660        454679770        454645078        454610189        454575457        454541756        454508300        454474404        454440181        454407776        454374729        443424155   
455023481     454978396        454938069        454899931        454860032        454821786        454784075        454748401        454713686        454679788        454645086        454610197        454575465        454541764        454508326        454474412        454440199        454407784        454374745        443423785   
455023499     454978404        454938077        454899949        454860040        454821794        454783853        454748419        454713694        454679796        454645102        454610205        454575242        454541772        454508110        454474222        454440207        454407800        454374752        443420799   
455023507     454978412        454938093        454899741        454860065        454821828        454783861        454748435        454713702        454679598        454645128        454610213        454575259        454541798        454508144        454474230        454440215        454407818        454374760        443419882   
455023523     454978420        454938101        454899758        454860073        454821620        454783879        454748245        454713710        454679614        454645136        454610221        454575267        454541806        454508151        454474255        454440009        454407834        454374778        443420088   
455023564     454978438        454937939        454899766        454860081        454821638        454783887        454748260        454713728        454679622        454645144        454610239        454575283        454541814        454508169        454474263        454440025        454407859        454374570        443419122   
455023572     454978222        454937954        454899774        454860107        454821646        454783895        454748278        454713736        454679630        454645169        454610023        454575291        454541822        454508177        454474271        454440033        454407636        454374588        443418819   
455023358     454978230        454937962        454899782        454860115        454821653        454783911        454748294        454713744        454679648        454644949        454610031        454575317        454541830        454508193        454474289        454440041        454407644        454374596        443417928   
455023366     454978248        454937996        454899790        454860131        454821679        454783937        454748302        454713769        454679655        454644956        454610049        454575333        454541848        454508201        454474297        454440058        454407651        454374604        443418017   
455023382     454978255        454938002        454899816        454859943        454821687        454783945        454748310        454713561        454679663        454644964        454610056        454575135        454541632        454508219        454474305        454440066        454407669        454374612        443417662   
455023390     454978263        454938028        454899824        454859950        454821695        454783952        454748112        454713579        454679481        454644972        454610064        454575150        454541640        454508003        454474313        454440074        454407677        454374646        443417118   
455023424     454978271        454937822        454899832        454859968        454821703        454783754        454748138        454713587        454679515        454645003        454610072        454575168        454541657        454508029        454474321        454440090        454407693        454374653        443417258   


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455023432     454978289        454937830        454899840        454859984        454821505        454783770        454748146        454713595        454679523        454645011        454610080        454575176        454541673        454508037        454474115        454440108        454407701        454374661        443414818   
455023457     454978297        454937855        454899634        454859992        454821513        454783788        454748153        454713603        454679531        454645029        454610098        454575184        454541699        454508045        454474123        454439886        454407719        454374455        443413224   
455023242     454978115        454937863        454899642        454860008        454821521        454783804        454748161        454713611        454679572        454645037        454610106        454575226        454541707        454508052        454474149        454439894        454407727        454374471        443413349   
455023259     454978149        454937897        454899659        454860016        454821539        454783812        454748179        454713629        454679580        454645052        454610114        454575234        454541715        454508060        454474156        454439902        454407529        454374489        443412689   
455023267     454978156        454937921        454899675        454860024        454821547        454783846        454748187        454713637        454679382        454644832        454610122        454575002        454541723        454508078        454474164        454439910        454407537        454374497        443413000   
455023283     454978164        454937731        454899691        454859810        454821554        454783630        454748195        454713652        454679390        454644840        454609918        454575069        454541525        454508086        454474172        454439928        454407545        454374505        443412366   
455023291     454978172        454937749        454899717        454859836        454821562        454783648        454748203        454713454        454679408        454644857        454609926        454575077        454541558        454508094        454474180        454439936        454407552        454374513        443412382   
455023309     454978180        454937756        454899725        454859844        454821570        454783663        454748039        454713470        454679416        454644881        454609934        454575085        454541566        454508102        454474214        454439944        454407560        454374521        443410667   
455023325     454978198        454937772        454899733        454859869        454821588        454783689        454748047        454713496        454679424        454644899        454609942        454575093        454541574        454507898        454474008        454439951        454407578        454374547        443409149   
455023341     454978206        454937806        454899527        454859703        454821604        454783705        454748054        454713504        454679432        454644717        454609959        454575101        454541590        454507906        454474016        454439985        454407586        454374554        443409248   
455023143     454978008        454937608        454899535        454859711        454821398        454783713        454748088        454713512        454679457        454644758        454609967        454574898        454541616        454507914        454474032        454439993        454407594        454374331        443408786   
455023226     454978016        454937624        454899550        454859729        454821414        454783721        454747908        454713538        454679465        454644766        454609983        454574914        454541624        454507922        454474040        454439779        454407602        454374349        443408372   
455023234     454978040        454937632        454899568        454859737        454821422        454783523        454747916        454713330        454679473        454644782        454609991        454574922        454541426        454507930        454474073        454439787        454407628        454374356        443406483   
455023010     454978057        454937665        454899576        454859778        454821430        454783549        454747924        454713363        454679275        454644790        454610007        454574930        454541434        454507955        454474081        454439795        454407404        454374372        443405576   
455023028     454978065        454937681        454899584        454859794        454821448        454783572        454747932        454713371        454679283        454644592        454610015        454574948        454541442        454507963        454474099        454439811        454407438        454374398        443403035   
455023036     454978073        454937699        454899592        454859802        454821463        454783580        454747940        454713389        454679291        454644600        454609801        454574955        454541459        454507989        454473885        454439829        454407453        454374406        443401385   
455023044     454978081        454937491        454899600        454859604        454821471        454783606        454747965        454713405        454679341        454644618        454609827        454574971        454541467        454507997        454473893        454439837        454407461        454374414        443401591   
455023069     454978099        454937509        454899618        454859638        454821489        454783614        454747973        454713413        454679358        454644626        454609835        454574997        454541475        454507799        454473919        454439860        454407479        454374422        443400213   
455023077     454977893        454937517        454899626        454859653        454821497        454783416        454747981        454713439        454679366        454644642        454609850        454574781        454541483        454507807        454473927        454439662        454407487        454374430        443397963   
455023085     454977901        454937533        454899410        454859661        454821281        454783424        454747999        454713223        454679168        454644659        454609868        454574799        454541491        454507815        454473943        454439670        454407503        454374448        453938078   
455023119     454977919        454937558        454899436        454859679        454821323        454783440        454748005        454713231        454679176        454644667        454609876        454574815        454541509        454507831        454473950        454439688        454407511        454374224        453937849   
455022913     454977927        454937566        454899444        454859687        454821349        454783457        454747775        454713249        454679192        454644691        454609884        454574823        454541517        454507849        454473968        454439696        454407289        454374232        453937476   
455022921     454977950        454937574        454899451        454859497        454821356        454783465        454747791        454713264        454679200        454644485        454609892        454574831        454541301        454507856        454473976        454439704        454407297        454374257        453936601   
455022947     454977976        454937582        454899469        454859513        454821372        454783481        454747809        454713272        454679218        454644493        454609900        454574849        454541319        454507872        454473984        454439712        454407321        454374265        453936213   
455022970     454977984        454937392        454899477        454859521        454821380        454783507        454747817        454713280        454679226        454644519        454609694        454574880        454541335        454507880        454473760        454439738        454407339        454374273        453936114   
455022806     454977992        454937418        454899485        454859539        454821174        454783291        454747841        454713298        454679234        454644535        454609710        454574666        454541350        454507674        454473778        454439746        454407347        454374281        453936122   
455022814     454977794        454937426        454899501        454859547        454821182        454783309        454747858        454713306        454679242        454644543        454609736        454574674        454541368        454507682        454473794        454439753        454407354        454374299        453935942   
455022822     454977810        454937459        454899519        454859562        454821190        454783325        454747882        454713314        454679259        454644568        454609744        454574682        454541376        454507690        454473810        454439548        454407362        454374307        453935611   
455022848     454977828        454937467        454899303        454859570        454821224        454783333        454747676        454713116        454679044        454644576        454609751        454574708        454541384        454507708        454473844        454439555        454407370        454374315        453934887   
455022889     454977836        454937475        454899329        454859588        454821240        454783358        454747684        454713124        454679051        454644584        454609769        454574716        454541202        454507716        454473851        454439563        454407388        454374323        453934945   
455022897     454977844        454937483        454899337        454859372        454821273        454783374        454747718        454713132        454679069        454644378        454609777        454574724        454541210        454507724        454473869        454439571        454407396        454374109        453933244   
455022699     454977851        454937319        454899360        454859406        454821075        454783382        454747734        454713140        454679077        454644394        454609785        454574732        454541228        454507732        454473653        454439613        454407164        454374125        453931735   
455022715     454977869        454937327        454899378        454859414        454821091        454783390        454747742        454713157        454679085        454644402        454609793        454574757        454541244        454507740        454473661        454439621        454407172        454374141        453931594   
455022723     454977877        454937335        454899394        454859422        454821117        454783408        454747759        454713165        454679093        454644410        454609595        454574765        454541251        454507757        454473679        454439654        454407180        454374166        453930349   
455022731     454977885        454937343        454899188        454859430        454821125        454783192        454747767        454713173        454679101        454644428        454609603        454574567        454541269        454507765        454473687        454439423        454407198        454374174        453929564   
455022764     454977679        454937350        454899196        454859455        454821133        454783200        454747569        454713181        454679119        454644444        454609629        454574575        454541277        454507773        454473711        454439449        454407214        454374182        453928087   
455022772     454977711        454937368        454899212        454859463        454821158        454783218        454747577        454713207        454679127        454644261        454609645        454574583        454541285        454507567        454473737        454439456        454407222        454374190        453927469   
455022590     454977737        454937160        454899220        454859471        454821166        454783242        454747619        454713009        454679135        454644279        454609652        454574591        454541293        454507575        454473745        454439464        454407255        454373994        453926859   
455022616     454977745        454937178        454899238        454859273        454820945        454783259        454747627        454713025        454679143        454644337        454609678        454574609        454541111        454507583        454473752        454439472        454407263        454374000        453923815   
455022632     454977752        454937186        454899246        454859281        454820960        454783267        454747635        454713033        454678921        454644345        454609504        454574617        454541129        454507591        454473547        454439480        454407271        454374018        453923559   
455022640     454977760        454937194        454899253        454859299        454820978        454783275        454747643        454713041        454678939        454644352        454609512        454574633        454541137        454507609        454473554        454439514        454407057        454374026        453921355   
455022459     454977778        454937202        454899261        454859307        454820994        454783283        454747650        454713058        454678954        454644360        454609520        454574641        454541145        454507617        454473562        454439522        454407073        454374034        453916645   
455022467     454977570        454937244        454899295        454859315        454821000        454783077        454747452        454713066        454678962        454644170        454609538        454574468        454541152        454507625        454473596        454439530        454407081        454374059        453914699   
455022509     454977588        454937251        454899071        454859323        454821018        454783085        454747460        454713074        454678970        454644188        454609553        454574484        454541160        454507641        454473604        454439316        454407099        454374075        453913618   
455022525     454977604        454937269        454899089        454859356        454821042        454783093        454747478        454713082        454679002        454644196        454609561        454574492        454541178        454507658        454473612        454439324        454407115        454374083        453913089   
455022533     454977620        454937053        454899097        454859364        454820838        454783119        454747502        454713108        454679010        454644212        454609579        454574500        454541186        454507666        454473620        454439332        454407131        454374091        453911083   
455022335     454977463        454937095        454899105        454859166        454820853        454783127        454747510        454712894        454679028        454644220        454609389        454574542        454541194        454507435        454473638        454439340        454407149        454373895        453909855   
455022400     454977471        454937111        454899113        454859182        454820861        454783135        454747536        454712902        454678814        454644238        454609397        454574559        454540980        454507450        454473448        454439373        454407156        454373903        453909715   
455022418     454977489        454937129        454899121        454859208        454820887        454783143        454747544        454712910        454678822        454644246        454609405        454574351        454540998        454507468        454473455        454439381        454406950        454373911        453908543   
455022426     454977505        454937152        454899139        454859216        454820895        454783150        454747338        454712928        454678848        454644253        454609413        454574369        454541004        454507484        454473463        454439399        454406984        454373929        453908162   
455022228     454977513        454936931        454899154        454859224        454820903        454783168        454747346        454712936        454678863        454644048        454609421        454574377        454541012        454507492        454473471        454439407        454406992        454373937        453908196   
455022244     454977521        454936972        454898958        454859240        454820929        454783176        454747353        454712944        454678871        454644055        454609447        454574385        454541020        454507500        454473489        454439415        454407008        454373952        453908022   
455022251     454977554        454936980        454898966        454859257        454820937        454782962        454747361        454712969        454678889        454644071        454609454        454574401        454541038        454507518        454473497        454439217        454407016        454373960        453905705   
455022293     454977356        454936998        454898982        454859042        454820739        454782970        454747379        454712977        454678897        454644089        454609462        454574419        454541046        454507526        454473505        454439225        454407024        454373978        453904617   
455022301     454977364        454937004        454899006        454859059        454820754        454782988        454747395        454712993        454678905        454644097        454609470        454574427        454541053        454507534        454473513        454439233        454407032        454373986        453900318   
455022319     454977372        454937020        454899014        454859067        454820788        454782996        454747403        454712779        454678913        454644105        454609272        454574435        454541061        454507328        454473521        454439241        454407040        454373770        453899528   
455022327     454977380        454937038        454899048        454859075        454820796        454783002        454747411        454712787        454678707        454644113        454609280        454574245        454541079        454507336        454473315        454439258        454406836        454373788        453898736   
455022111     454977398        454936816        454899055        454859083        454820820        454783010        454747437        454712795        454678723        454644139        454609298        454574260        454540873        454507344        454473323        454439266        454406844        454373796        453898595   
455022129     454977406        454936865        454899063        454859133        454820614        454783028        454747239        454712803        454678731        454644147        454609314        454574278        454540899        454507351        454473349        454439274        454406851        454373812        453898140   
455022137     454977414        454936873        454898842        454859141        454820648        454783036        454747247        454712811        454678749        454643958        454609322        454574286        454540907        454507369        454473356        454439282        454406869        454373820        453897456   
455022160     454977422        454936881        454898867        454858945        454820655        454783044        454747262        454712829        454678756        454643966        454609330        454574302        454540915        454507377        454473364        454439290        454406893        454373846        453897118   
455022186     454977240        454936899        454898891        454858952        454820663        454782855        454747288        454712837        454678764        454643974        454609348        454574310        454540923        454507385        454473372        454439092        454406901        454373853        453895732   
455022038     454977257        454936923        454898909        454858960        454820671        454782871        454747304        454712845        454678772        454643982        454609355        454574328        454540949        454507401        454473398        454439100        454406919        454373861        453895450   
455022046     454977281        454936717        454898933        454858978        454820705        454782897        454747114        454712852        454678780        454643990        454609363        454574344        454540956        454507419        454473406        454439118        454406927        454373879        453895278   
455022087     454977299        454936725        454898735        454858986        454820713        454782905        454747122        454712860        454678798        454644006        454609371        454574138        454540964        454507427        454473422        454439126        454406935        454373663        453894693   
455021915     454977307        454936741        454898743        454858994        454820523        454782921        454747130        454712878        454678590        454644014        454609165        454574146        454540972        454507203        454473208        454439134        454406729        454373689        453893778   
455021923     454977315        454936758        454898750        454859000        454820549        454782947        454747148        454712662        454678608        454643826        454609173        454574153        454540766        454507211        454473216        454439142        454406737        454373697        453889248   
455021949     454977331        454936774        454898768        454859026        454820556        454782954        454747155        454712670        454678616        454643834        454609207        454574187        454540774        454507260        454473224        454439167        454406745        454373705        453887556   
455021956     454977125        454936782        454898776        454859034        454820564        454782749        454747163        454712688        454678624        454643867        454609215        454574195        454540782        454507278        454473232        454439175        454406752        454373713        453884744   
455021998     454977141        454936790        454898784        454858820        454820572        454782756        454747171        454712696        454678632        454643883        454609223        454574203        454540790        454507286        454473240        454439183        454406760        454373721        453879553   
455021816     454977174        454936600        454898792        454858838        454820598        454782772        454747189        454712704        454678640        454643891        454609231        454574211        454540816        454507310        454473265        454439191        454406778        454373739        453879058   
455021824     454977182        454936626        454898800        454858846        454820606        454782798        454747197        454712712        454678665        454643909        454609249        454574229        454540824        454507112        454473273        454438987        454406786        454373747        453877102   
455021857     454977190        454936634        454898826        454858853        454820390        454782806        454747213        454712720        454678483        454643925        454609256        454574237        454540832        454507120        454473281        454438995        454406794        454373754        453876492   


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455021865     454977216        454936642        454898834        454858861        454820408        454782814        454747007        454712738        454678491        454643727        454609058        454574021        454540857        454507138        454473299        454439019        454406802        454373762        453876377   
455021675     454977059        454936667        454898628        454858887        454820416        454782822        454747023        454712746        454678525        454643735        454609066        454574039        454540659        454507153        454473307        454439027        454406810        454373523        453875676   
455021683     454977075        454936675        454898644        454858911        454820424        454782657        454747031        454712753        454678533        454643743        454609074        454574054        454540667        454507161        454473091        454439035        454406612        454373549        453875718   
455021709     454977083        454936683        454898669        454858929        454820432        454782665        454747049        454712555        454678541        454643750        454609082        454574062        454540675        454507179        454473109        454439050        454406620        454373556        453875304   
455021717     454976903        454936485        454898693        454858713        454820440        454782673        454747056        454712563        454678574        454643768        454609124        454574070        454540683        454507187        454473117        454439068        454406638        454373564        453871113   
455021725     454976929        454936493        454898701        454858721        454820457        454782681        454747072        454712589        454678376        454643776        454609132        454574088        454540691        454506999        454473125        454439076        454406646        454373580        453870040   
455021758     454976937        454936501        454898719        454858739        454820499        454782699        454747080        454712613        454678384        454643792        454609140        454574096        454540717        454507021        454473133        454439084        454406653        454373598        453868986   
455021766     454976945        454936519        454898511        454858747        454820283        454782707        454747098        454712639        454678400        454643800        454608944        454574104        454540733        454507039        454473141        454438870        454406661        454373606        453868911   
455021550     454976952        454936527        454898537        454858754        454820291        454782715        454747106        454712449        454678418        454643586        454608951        454574112        454540758        454507047        454473158        454438888        454406679        454373614        453868184   
455021568     454976960        454936535        454898552        454858762        454820309        454782731        454746892        454712456        454678426        454643602        454608969        454574120        454540543        454507062        454473166        454438896        454406687        454373622        453867269   
455021576     454976986        454936543        454898560        454858770        454820317        454782517        454746900        454712464        454678434        454643628        454608977        454573916        454540568        454507070        454473174        454438904        454406695        454373630        453867335   
455021600     454977000        454936550        454898586        454858788        454820325        454782525        454746934        454712472        454678442        454643644        454608985        454573924        454540576        454507096        454473190        454438912        454406703        454373648        453866774   
455021634     454976796        454936568        454898594        454858804        454820333        454782533        454746942        454712498        454678459        454643651        454608993        454573932        454540584        454506882        454472994        454438920        454406505        454373416        453866659   
455021642     454976804        454936584        454898602        454858648        454820341        454782558        454746975        454712514        454678269        454643669        454609009        454573940        454540600        454506890        454473000        454438938        454406513        454373432        453866139   
455021493     454976812        454936378        454898420        454858671        454820358        454782566        454746983        454712530        454678277        454643677        454609017        454573957        454540618        454506908        454473018        454438953        454406521        454373440        453865883   
455021519     454976838        454936386        454898453        454858697        454820366        454782574        454746991        454712548        454678285        454643693        454609025        454573965        454540626        454506916        454473026        454438961        454406539        454373457        453865727   
455021329     454976846        454936394        454898461        454858499        454820176        454782582        454746785        454712332        454678301        454643479        454609041        454573999        454540634        454506932        454473034        454438979        454406547        454373465        453863946   
455021352     454976853        454936410        454898495        454858507        454820184        454782590        454746801        454712340        454678319        454643487        454608837        454574005        454540642        454506940        454473042        454438763        454406562        454373473        453863698   
455021386     454976861        454936428        454898297        454858515        454820192        454782608        454746819        454712373        454678343        454643503        454608845        454574013        454540436        454506957        454473059        454438771        454406570        454373481        453861601   
455021394     454976887        454936444        454898305        454858531        454820200        454782616        454746827        454712381        454678350        454643511        454608852        454573809        454540444        454506965        454473067        454438789        454406588        454373499        453861213   
455021402     454976895        454936451        454898313        454858564        454820234        454782400        454746835        454712399        454678368        454643529        454608860        454573817        454540451        454506973        454473075        454438797        454406596        454373507        453859373   
455021410     454976689        454936477        454898321        454858580        454820242        454782418        454746843        454712415        454678178        454643537        454608878        454573825        454540469        454506981        454473083        454438805        454406604        454373515        453858961   
455021246     454976697        454936295        454898339        454858598        454820259        454782434        454746850        454712423        454678186        454643552        454608894        454573833        454540477        454506775        454472879        454438813        454406398        454373291        453853970   
455021261     454976705        454936311        454898347        454858382        454820267        454782459        454746868        454712431        454678202        454643560        454608902        454573858        454540485        454506783        454472887        454438839        454406406        454373309        453852816   
455021279     454976721        454936360        454898354        454858390        454820275        454782467        454746884        454712233        454678228        454643578        454608910        454573866        454540493        454506791        454472895        454438847        454406422        454373317        453852527   
455021295     454976739        454936154        454898362        454858408        454820069        454782483        454746694        454712241        454678236        454643370        454608928        454573874        454540501        454506809        454472903        454438862        454406430        454373325        453852170   
455021113     454976747        454936162        454898388        454858416        454820077        454782491        454746702        454712258        454678251        454643388        454608936        454573890        454540519        454506817        454472911        454438664        454406448        454373341        453851719   
455021121     454976754        454936170        454898396        454858424        454820093        454782285        454746710        454712266        454678061        454643404        454608738        454573692        454540527        454506825        454472929        454438672        454406455        454373358        453847139   
455021139     454976770        454936188        454898198        454858432        454820101        454782293        454746728        454712274        454678079        454643420        454608746        454573700        454540535        454506833        454472937        454438680        454406463        454373366        453847055   
455021162     454976572        454936204        454898248        454858465        454820127        454782301        454746736        454712282        454678087        454643438        454608753        454573718        454540337        454506841        454472960        454438698        454406471        454373374        453847071   
455020990     454976580        454936220        454898271        454858473        454820143        454782319        454746777        454712290        454678129        454643446        454608761        454573726        454540345        454506858        454472978        454438706        454406299        454373382        453846123   
455021006     454976606        454936238        454898073        454858481        454820150        454782335        454746587        454712308        454678137        454643461        454608787        454573742        454540352        454506874        454472770        454438714        454406307        454373390        453843013   
455021014     454976614        454936246        454898115        454858283        454819954        454782343        454746603        454712118        454678145        454643230        454608795        454573759        454540360        454506668        454472788        454438722        454406315        454373408        453840647   
455021022     454976622        454936048        454898123        454858309        454819962        454782368        454746611        454712126        454678152        454643248        454608811        454573767        454540378        454506684        454472796        454438730        454406323        454373176        453840340   
455020958     454976630        454936055        454898164        454858317        454819970        454782384        454746629        454712134        454677956        454643263        454608829        454573775        454540386        454506692        454472804        454438748        454406349        454373184        453840324   
455020974     454976648        454936063        454897950        454858325        454819996        454782178        454746645        454712159        454677972        454643271        454608639        454573791        454540402        454506718        454472812        454438755        454406356        454373192        453839805   
455020784     454976655        454936071        454897968        454858333        454820002        454782186        454746660        454712167        454678004        454643289        454608647        454573593        454540410        454506726        454472820        454438557        454406364        454373218        453838989   
455020792     454976671        454936089        454897992        454858358        454820010        454782194        454746678        454712175        454678012        454643297        454608654        454573601        454540428        454506734        454472838        454438565        454406372        454373226        453835688   
455020800     454976465        454936097        454898008        454858366        454820036        454782202        454746454        454712183        454678020        454643305        454608662        454573619        454540220        454506742        454472846        454438573        454406380        454373234        453835290   
455020818     454976473        454936105        454898016        454858168        454819848        454782228        454746462        454712191        454678038        454643313        454608670        454573635        454540238        454506759        454472853        454438581        454406174        454373242        453833790   
455020834     454976481        454936113        454898024        454858218        454819855        454782269        454746470        454712209        454678046        454643321        454608688        454573650        454540246        454506767        454472861        454438599        454406182        454373259        453833436   
455020859     454976499        454936121        454898032        454858226        454819863        454782277        454746488        454712019        454677865        454643339        454608712        454573668        454540253        454506551        454472648        454438607        454406190        454373267        453833345   
455020677     454976507        454936139        454898040        454858234        454819871        454782061        454746520        454712027        454677873        454643347        454608720        454573676        454540261        454506569        454472655        454438615        454406216        454373275        453833386   
455020685     454976515        454936147        454898057        454858242        454819889        454782087        454746538        454712035        454677881        454643131        454608514        454573684        454540279        454506577        454472663        454438623        454406224        454373283        453832651   
455020701     454976549        454935933        454897851        454858267        454819897        454782095        454746553        454712050        454677899        454643149        454608522        454573478        454540303        454506585        454472671        454438631        454406240        454373069        453832503   
455020743     454976564        454935941        454897869        454858077        454819905        454782111        454746348        454712068        454677931        454643156        454608530        454573486        454540311        454506593        454472689        454438649        454406265        454373077        453831448   
455020750     454976358        454935958        454897877        454858085        454819939        454782137        454746363        454712076        454677733        454643164        454608555        454573494        454540329        454506601        454472697        454438425        454406273        454373085        453831216   
455020552     454976366        454935966        454897885        454858093        454819947        454782145        454746371        454712084        454677741        454643172        454608563        454573502        454540113        454506619        454472705        454438441        454406067        454373093        453831018   
455020560     454976382        454935974        454897893        454858101        454819723        454782152        454746397        454712092        454677758        454643180        454608571        454573528        454540121        454506627        454472713        454438458        454406075        454373101        453830507   
455020578     454976390        454935982        454897919        454858119        454819731        454782160        454746405        454712100        454677774        454643198        454608589        454573536        454540139        454506635        454472739        454438466        454406091        454373127        453828923   
455020628     454976408        454935990        454897943        454858127        454819749        454781964        454746413        454711896        454677782        454643206        454608597        454573544        454540147        454506643        454472754        454438474        454406109        454373135        453825747   
455020636     454976424        454936006        454897745        454858143        454819814        454781972        454746421        454711904        454677808        454643008        454608605        454573551        454540162        454506650        454472515        454438482        454406117        454373143        453823858   
455020438     454976457        454936014        454897752        454858150        454819822        454781980        454746439        454711912        454677816        454643016        454608613        454573569        454540170        454506452        454472531        454438490        454406125        454373150        453823379   
455020453     454976242        454936022        454897760        454857954        454819616        454782004        454746249        454711920        454677824        454643024        454608621        454573577        454540188        454506460        454472549        454438508        454406133        454372947        453823197   
455020461     454976275        454936030        454897778        454857970        454819624        454782020        454746256        454711938        454677626        454643032        454608407        454573361        454540196        454506478        454472598        454438532        454406141        454372954        453823262   
455020503     454976309        454935826        454897786        454857988        454819632        454782046        454746264        454711946        454677634        454643040        454608415        454573379        454540204        454506486        454472606        454438300        454406158        454372962        453823064   
455020529     454976317        454935834        454897802        454858002        454819657        454782053        454746298        454711987        454677642        454643057        454608423        454573395        454540212        454506510        454472614        454438318        454406166        454372970        453822413   
455020347     454976325        454935842        454897828        454858010        454819665        454781832        454746306        454711995        454677659        454643065        454608449        454573403        454540014        454506528        454472390        454438326        454405952        454372996        453819096   
455020354     454976333        454935859        454897836        454858028        454819673        454781840        454746322        454711789        454677675        454643073        454608456        454573411        454540022        454506536        454472408        454438334        454405960        454373002        453817421   
455020362     454976135        454935867        454897620        454858036        454819681        454781857        454746330        454711797        454677691        454643081        454608464        454573429        454540030        454506544        454472416        454438342        454405978        454373010        453732083   
455020370     454976150        454935875        454897638        454857830        454819699        454781865        454746140        454711805        454677709        454643099        454608506        454573437        454540055        454506338        454472424        454438359        454405986        454373044        453725061   
455020412     454976168        454935883        454897646        454857848        454819707        454781873        454746157        454711821        454677725        454643115        454608308        454573445        454540063        454506346        454472432        454438375        454405994        454373051        453697401   
455020420     454976176        454935891        454897653        454857855        454819715        454781899        454746165        454711839        454677519        454642893        454608316        454573452        454540089        454506353        454472440        454438383        454406018        454372830        453668832   
455020222     454976184        454935909        454897687        454857897        454819509        454781907        454746181        454711847        454677535        454642919        454608324        454573460        454540097        454506361        454472465        454438409        454406026        454372848        453625410   
455020230     454976192        454935917        454897695        454857905        454819517        454781915        454746199        454711862        454677543        454642935        454608332        454573270        454540105        454506387        454472473        454438417        454406034        454372855        453607731   
455020248     454976226        454935925        454897703        454857723        454819533        454781931        454746215        454711672        454677550        454642943        454608365        454573288        454539891        454506395        454472481        454438193        454406042        454372863        453607020   
455020255     454976234        454935727        454897729        454857731        454819541        454781725        454746223        454711680        454677576        454642968        454608373        454573296        454539909        454506403        454472507        454438201        454406059        454372871        453603466   
455020271     454976028        454935735        454897513        454857749        454819558        454781733        454746231        454711706        454677584        454642984        454608399        454573304        454539925        454506411        454472283        454438219        454405846        454372897        453594483   
455020297     454976036        454935743        454897539        454857756        454819566        454781766        454746025        454711714        454677592        454642992        454608175        454573312        454539933        454506429        454472291        454438227        454405853        454372905        453577744   
455020107     454976044        454935750        454897547        454857764        454819574        454781774        454746033        454711722        454677600        454642778        454608183        454573320        454539941        454506221        454472309        454438235        454405861        454372913        453566671   
455020123     454976069        454935768        454897554        454857806        454819582        454781782        454746041        454711730        454677618        454642786        454608191        454573346        454539990        454506239        454472317        454438243        454405879        454372921        453555567   
455020180     454976077        454935776        454897562        454857814        454819590        454781808        454746066        454711748        454677402        454642794        454608217        454573353        454539784        454506254        454472333        454438250        454405887        454372939        453546657   
455020206     454976085        454935784        454897570        454857624        454819608        454781816        454746082        454711755        454677410        454642802        454608225        454573148        454539792        454506262        454472358        454438268        454405895        454372723        453540585   


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455020008     454976101        454935792        454897588        454857640        454819392        454781824        454746090        454711763        454677436        454642828        454608233        454573155        454539800        454506270        454472366        454438276        454405903        454372731        453534836   
455020032     454975905        454935818        454897596        454857673        454819400        454781642        454746108        454711565        454677444        454642844        454608241        454573171        454539818        454506288        454472374        454438284        454405911        454372749        453530081   
455020057     454975921        454935602        454897604        454857707        454819418        454781659        454746116        454711573        454677451        454642851        454608266        454573189        454539834        454506304        454472176        454438292        454405945        454372756        453528663   
455020065     454975939        454935610        454897612        454857491        454819426        454781675        454746124        454711599        454677469        454642869        454608274        454573197        454539842        454506312        454472184        454438086        454405747        454372764        453516155   
455019885     454975947        454935636        454897406        454857533        454819434        454781683        454745910        454711607        454677485        454642877        454608282        454573205        454539859        454506320        454472200        454438102        454405754        454372772     
455019901     454975970        454935644        454897414        454857541        454819442        454781691        454745936        454711615        454677493        454642661        454608068        454573213        454539875        454506122        454472218        454438110        454405762        454372780     
455019927     454975988        454935651        454897422        454857558        454819459        454781709        454745944        454711649        454677501        454642687        454608076        454573221        454539883        454506130        454472226        454438128        454405796        454372798     
455019943     454975996        454935669        454897430        454857566        454819467        454781717        454745951        454711656        454677287        454642695        454608084        454573247        454539685        454506148        454472242        454438144        454405812        454372806     
455019950     454975798        454935685        454897448        454857574        454819475        454781519        454745985        454711466        454677303        454642703        454608092        454573056        454539693        454506163        454472267        454438169        454405820        454372814     
455019968     454975806        454935693        454897455        454857582        454819483        454781527        454745993        454711474        454677311        454642711        454608118        454573064        454539701        454506171        454472275        454438177        454405838        454372822     
455019786     454975822        454935701        454897463        454857590        454819491        454781535        454746009        454711490        454677329        454642729        454608126        454573072        454539727        454506189        454472069        454438185        454405622        454372608     
455019828     454975855        454935495        454897471        454857392        454819285        454781543        454746017        454711508        454677337        454642737        454608134        454573080        454539743        454506197        454472077        454437971        454405630        454372616     
455019851     454975863        454935503        454897489        454857400        454819293        454781550        454745803        454711516        454677378        454642745        454608142        454573106        454539750        454506205        454472085        454437989        454405648        454372632     
455019869     454975871        454935511        454897497        454857418        454819301        454781568        454745811        454711524        454677170        454642752        454608159        454573114        454539768        454506213        454472101        454437997        454405655        454372640     
455019877     454975889        454935537        454897299        454857426        454819319        454781576        454745829        454711532        454677188        454642562        454608167        454573122        454539578        454506007        454472119        454438003        454405663        454372657     
455019661     454975681        454935552        454897307        454857442        454819327        454781584        454745837        454711334        454677196        454642570        454607961        454573130        454539586        454506023        454472127        454438011        454405671        454372665     
455019679     454975699        454935560        454897315        454857467        454819335        454781592        454745845        454711342        454677204        454642588        454607979        454572926        454539602        454506056        454472135        454438029        454405689        454372673     
455019711     454975707        454935594        454897323        454857475        454819350        454781402        454745852        454711359        454677212        454642604        454607995        454572942        454539610        454506072        454472143        454438037        454405697        454372699     
455019760     454975723        454935388        454897331        454857483        454819368        454781428        454745860        454711383        454677238        454642638        454608001        454572959        454539628        454506106        454472150        454438060        454405705        454372707     
455019547     454975731        454935396        454897349        454857277        454819376        454781436        454745878        454711391        454677246        454642646        454608019        454572967        454539636        454505900        454471954        454438078        454405713        454372715     


SCHEDULE B

REPRESENTATIONS AND WARRANTIES OF

AMERICREDIT FINANCIAL SERVICES, INC. (“AMERICREDIT”)

1. Characteristics Of Receivables. Each Receivable (A) was originated (i) by AmeriCredit, (ii) by an Originating Affiliate and was validly assigned by such Originating Affiliate to AmeriCredit or (iii) by a Dealer and purchased by AmeriCredit from such Dealer under an existing Dealer Agreement or pursuant to a Dealer Assignment with AmeriCredit and was validly assigned by such Dealer to AmeriCredit pursuant to a Dealer Assignment, (B) was originated by AmeriCredit, such Originating Affiliate or such Dealer for the retail sale of a Financed Vehicle in the ordinary course of AmeriCredit’s, such Originating Affiliate’s or the Dealer’s business, in each case was originated in accordance with AmeriCredit’s credit policies and was fully and properly executed by the parties thereto, and AmeriCredit, each Originating Affiliate and each Dealer had all necessary licenses and permits to originate Receivables in the state where AmeriCredit, each such Originating Affiliate or each such Dealer was located, (C) contains customary and enforceable provisions such as to render the rights and remedies of the holder thereof adequate for realization against the collateral security, (D) is a Receivable which provides for level monthly payments (provided that the period in the first Collection Period and the payment in the final Collection Period of the Receivable may be minimally different from the normal period and level payment) which, if made when due, shall fully amortize the Amount Financed over the original term and (E) has not been amended or collections with respect to which waived, other than as evidenced in the Receivable File or the Servicer’s electronic records relating thereto.

2. No Fraud or Misrepresentation. Each Receivable was originated (i) by AmeriCredit, (ii) by an Originating Affiliate and was assigned by the Originating Affiliate to AmeriCredit or (iii) by a Dealer and was sold by the Dealer to AmeriCredit, and was sold by AmeriCredit to AFS SenSub Corp. without any fraud or misrepresentation on the part of such Originating Affiliate, Dealer or AmeriCredit in any case.

3. Compliance with Law. All requirements of applicable federal, state and local laws, and regulations thereunder (including, without limitation, usury laws, the Federal Truth-in-Lending Act, the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Fair Debt Collection Practices Act, the Federal Trade Commission Act, the Magnuson-Moss Warranty Act, the Federal Reserve Board’s Regulations “B” and “Z” (including amendments to the Federal Reserve’s Official Staff Commentary to Regulation Z, effective October 1, 1998, concerning negative equity loans), the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Servicemembers Civil Relief Act, each applicable state Motor Vehicle Retail Installment Sales Act, the Gramm-Leach-Bliley Act and state adaptations of the National Consumer Act and of the Uniform Consumer Credit Code and other consumer credit laws and equal credit opportunity and disclosure laws) in respect of the Receivables and the Financed Vehicles, have been complied with in all material respects, and each Receivable and the sale of the Financed Vehicle evidenced by each Receivable complied at the time it was originated or made and now complies in all material respects with all applicable legal requirements.

4. Origination. Each Receivable was originated in the United States.

 

SCH-B-1


5. Binding Obligation. Each Receivable represents the genuine, legal, valid and binding payment obligation of the Obligor thereon, enforceable by the holder thereof in accordance with its terms, except (A) as enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting the enforcement of creditors’ rights generally and by equitable limitations on the availability of specific remedies, regardless of whether such enforceability is considered in a proceeding in equity or at law and (B) as such Receivable may be modified by the application after the Cutoff Date of the Servicemembers Civil Relief Act, as amended; and all parties to each Receivable had full legal capacity to execute and deliver such Receivable and all other documents related thereto and to grant the security interest purported to be granted thereby.

6. No Government Obligor. No Obligor is the United States of America or any State or any agency, department, subdivision or instrumentality thereof.

7. Obligor Bankruptcy. At the Cutoff Date, no Obligor had been identified on the records of AmeriCredit as being the subject of a current bankruptcy proceeding.

8. Schedule of Receivables. The information set forth in the Schedule of Receivables has been produced from the Electronic Ledger and was true and correct in all material respects as of the close of business on the Cutoff Date.

9. Marking Records. Each of the Seller and AFS SenSub Corp. has indicated in its files that the Receivables have been sold to the Issuer pursuant to the Sale and Servicing Agreement and Granted to the Trust Collateral Agent pursuant to the Indenture. Further, AmeriCredit has indicated in its computer files that the Receivables are owned by the Issuer.

10. Computer Tape. The Computer Tape made available by AmeriCredit to AFS SenSub Corp. and to the Issuer on the Closing Date was complete and accurate as of the Cutoff Date and includes a description of the same Receivables that are described in the Schedule of Receivables.

11. Adverse Selection. No selection procedures adverse to the Noteholders were utilized in selecting the Receivables from those receivables owned by AmeriCredit which met the selection criteria set forth in clauses (A) through (M) of number 29 of this Schedule B.

12. Chattel Paper. The Receivables constitute “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the States of Texas, New York, Nevada and Delaware.

13. One Original. There is only one original executed copy (or with respect to “electronic chattel paper”, one authoritative copy) of each Contract. With respect to Contracts that are “electronic chattel paper”, each authoritative copy (a) is unique, identifiable and unalterable (other than with the participation of the Trust Collateral Agent in the case of an addition or amendment of an identified assignee and other than a revision that is readily identifiable as an authorized or unauthorized revision), (b) has been marked with a legend to the following effect: “Authoritative Copy” and (c) has been communicated to and is maintained by or on behalf of the Custodian.

 

SCH-B-2


14. Not an Authoritative Copy. With respect to Contracts that are “electronic chattel paper”, the Seller has marked all copies of each such Contract other than an authoritative copy with a legend to the following effect: “This is not an authoritative copy.”

15. Revisions. With respect to Contracts that are “electronic chattel paper”, the related Receivables have been established in a manner such that (a) all copies or revisions that add or change an identified assignee of the authoritative copy of each such Contract must be made with the participation of the Trust Collateral Agent and (b) all revisions of the authoritative copy of each such Contract must be readily identifiable as an authorized or unauthorized revision.

16. Pledge or Assignment. With respect to Contracts that are “electronic chattel paper”, the authoritative copy of each Contract communicated to the Custodian has no marks or notations indicating that it has been pledged, assigned or otherwise conveyed to any Person other than the Trust Collateral Agent.

17. Receivable Files Complete. There exists a Receivable File pertaining to each Receivable and such Receivable File contains a fully executed original of the Contract and the original Lien Certificate or a copy of the application therefor. Related documentation concerning the Receivable, including any documentation regarding modifications of the Contract, will be maintained electronically by the Servicer in accordance with customary policies and procedures. Each of such documents which is required to be signed by the Obligor has been signed by the Obligor in the appropriate spaces. All applicable blanks on any form have been properly filled in and each form has otherwise been correctly prepared. With respect to Receivables that are tangible chattel paper, the complete Receivable File for each Receivable, including a fully executed original of the Contract, currently is in the possession of the Custodian.

18. Receivables in Force. No Receivable has been satisfied, subordinated or rescinded, and the Financed Vehicle securing each such Receivable has not been released from the lien of the related Receivable in whole or in part. No terms of any Receivable have been waived, altered or modified in any respect since its origination, except by instruments or documents identified in the Receivable File or the Servicer’s electronic records.

19. Lawful Assignment. No Receivable was originated in, or is subject to the laws of, any jurisdiction the laws of which would make unlawful, void or voidable the sale, transfer and assignment of such Receivable under this Agreement or pursuant to transfers of the Notes. The Seller has not entered into any agreement with any Person that prohibits, restricts or conditions the sale of any Receivable by the Seller.

20. Good Title. Immediately prior to the conveyance of the Receivables to AFS SenSub Corp. pursuant to this Agreement, AmeriCredit was the sole owner thereof and had good and indefeasible title thereto, free of any Lien and, upon execution and delivery of this Agreement by AmeriCredit, AFS SenSub Corp. shall have good and indefeasible title to and will be the sole owner of such Receivables, free of any Lien. No Dealer has a participation in, or other right to receive, proceeds of any Receivable. AmeriCredit has not taken any action to convey any right to any Person that would result in such Person having a right to payments received under the related Insurance Policies or the related Dealer Agreements or Dealer Assignments or to payments due under such Receivables.

 

SCH-B-3


21. Security Interest in Financed Vehicle. Each Receivable created or shall create a valid, binding and enforceable first priority security interest in favor of AmeriCredit (or an Originating Affiliate which first priority security interest has been assigned to AmeriCredit) in the Financed Vehicle. The Lien Certificate for each Financed Vehicle shows, or if a new or replacement Lien Certificate is being applied for with respect to such Financed Vehicle the Lien Certificate will be received within 180 days of the Closing Date and will show, AmeriCredit or an Originating Affiliate named (which may be accomplished by the use of a properly registered “doing business as” (“DBA”) name in the applicable jurisdiction) as the original secured party under each Receivable as the holder of a first priority security interest in such Financed Vehicle. With respect to each Receivable for which the Lien Certificate has not yet been returned from the Registrar of Titles, AmeriCredit or the related Originating Affiliate has applied for or received written evidence from the related Dealer that such Lien Certificate showing AmeriCredit, an Originating Affiliate or the Issuer (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction), as applicable, as first lienholder has been applied for and the Originating Affiliate’s security interest has been validly assigned by the Originating Affiliate to AmeriCredit and AmeriCredit’s security interest has been validly assigned by AmeriCredit to AFS SenSub Corp. pursuant to this Agreement. This Agreement creates a valid and continuing security interest (as defined in the UCC) in the Receivables in favor of the Purchaser, which security interest is prior to all other Liens, and is enforceable as such against creditors of and purchasers from the Seller. Immediately after the sale, transfer and assignment thereof by AmeriCredit to AFS SenSub Corp., each Receivable will be secured by an enforceable and perfected first priority security interest in the Financed Vehicle in favor of AFS SenSub Corp. as secured party, which security interest is prior to all other Liens upon and security interests in such Financed Vehicle which now exist or may hereafter arise or be created (except, as to priority, for any lien for taxes, labor or materials affecting a Financed Vehicle). As of the Cutoff Date, there were no Liens or claims for taxes, work, labor or materials affecting a Financed Vehicle which are or may be Liens prior or equal to the Liens of the related Receivable.

22. All Filings Made. All filings (including, without limitation, UCC filings (including, without limitation, the filing by the Seller of all appropriate financing statements in the proper filing office in the State of Delaware under applicable law in order to perfect the security interest in the Receivables granted to the Purchaser hereunder)) required to be made by any Person and actions required to be taken or performed by any Person in any jurisdiction to give the Issuer and the Trust Collateral Agent a first priority perfected lien on, or ownership interest in, the Receivables and the proceeds thereof and the Other Conveyed Property have been made, taken or performed.

23. No Impairment. AmeriCredit has not done anything to convey any right to any Person that would result in such Person having a right to payments due under the Receivables or otherwise to impair the rights of the Issuer, the Trustee, the Trust Collateral Agent and the Noteholders in any Receivable or the proceeds thereof. Other than the security interest granted to the Purchaser pursuant to this Agreement and except any other security interests that have been fully released and discharged as of the Closing Date, the Seller has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables other than any financing statement relating to the security interest granted to the Purchaser hereunder or that has been terminated. The Seller is not aware of any judgment, ERISA or tax lien filings against it.

 

SCH-B-4


24. Receivable Not Assumable. No Receivable is assumable by another Person in a manner which would release the Obligor thereof from such Obligor’s obligations to the owner thereof with respect to such Receivable.

25. No Defenses. No Receivable is subject to any right of rescission, setoff, counterclaim or defense, including the defense of usury, and the operation of any of the terms of any Receivable, or the exercise of any right thereunder, will not render such Receivable unenforceable in whole or in part and no such right has been asserted or threatened with respect to any Receivable.

26. No Default. There has been no default, breach, violation or event permitting acceleration under the terms of any Receivable (other than payment delinquencies of not more than 30 days) and no condition exists or event has occurred and is continuing that with notice, the lapse of time or both would constitute a default, breach, violation or event permitting acceleration under the terms of any Receivable, and there has been no waiver of any of the foregoing. As of the Cutoff Date, no Financed Vehicle had been repossessed.

27. Insurance. At the time of an origination of a Receivable by AmeriCredit, an Originating Affiliate or a Dealer, each Financed Vehicle is required to be covered by a comprehensive and collision insurance policy (i) in an amount at least equal to the lesser of (a) its maximum insurable value and (b) the principal amount due from the Obligor under the related Receivable, (ii) naming AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) as loss payee and (iii) insuring against loss and damage due to fire, theft, transportation, collision and other risks generally covered by comprehensive and collision coverage. Each Receivable requires the Obligor to maintain physical loss and damage insurance, naming AmeriCredit or an Originating Affiliate (which may be accomplished by the use of a properly registered DBA name in the applicable jurisdiction) and its successors and assigns as additional insured parties, and each Receivable permits the holder thereof to obtain physical loss and damage insurance at the expense of the Obligor if the Obligor fails to do so. No Financed Vehicle is insured under a policy of Force-Placed Insurance on the Cutoff Date.

28. Remaining Principal Balance. At the Cutoff Date, the Principal Balance of each Receivable set forth in the Schedule of Receivables is true and accurate in all material respects.

29. Certain Characteristics of Receivables.

(A) Each Receivable had a remaining maturity, as of the Cutoff Date, of not less than 3 months and not more than 72 months.

(B) Each Receivable had an original maturity, as of the Cutoff Date, of not less than 3 months and not more than 72 months.

 

SCH-B-5


(C) Each Receivable had a remaining Principal Balance, as of the Cutoff Date, of at least $250 and not more than $85,000.

(D) Each Receivable had an Annual Percentage Rate, as of the Cutoff Date, of at least 1% and not more than 33%.

(E) No Receivable was more than 30 days past due as of the Cutoff Date.

(F) No funds had been advanced by AmeriCredit, any Originating Affiliate, any Dealer, or anyone acting on behalf of any of them in order to cause any Receivable to qualify under clause (E) above.

(G) Each Obligor had a billing address in the United States as of the date of origination of the related Receivable, is a natural person and is not an Affiliate of any party to any Related Document.

(H) Each Receivable is denominated in, and each Contract provides for payment in, United States dollars.

(I) Each Receivable is identified on the Servicer’s master servicing records as an automobile installment sales contract or installment note.

(J) Each Receivable arose under a Contract that is assignable without the consent of, or notice to, the Obligor thereunder, and does not contain a confidentiality provision that purports to restrict the ability of the Servicer to exercise its rights under the Sale and Servicing Agreement, including, without limitation, its right to review the Contract.

(K) Each Receivable arose under a Contract with respect to which AmeriCredit has performed all obligations required to be performed by it thereunder, and, in the event such Contract is an installment sales contract, delivery of the Financed Vehicle to the related Obligor has occurred.

(L) No automobile related to a Receivable was held in repossession inventory as of the Cutoff Date.

(M) No Obligor was in bankruptcy as of the Cutoff Date.

30. No Further Amounts Owed on the Receivables. At the time each Receivable was acquired from an Origination Affiliate or a Dealer, no further amounts were owed by Seller to the Obligor under the Receivable.

31. Interest Calculation. Each Contract provides for the calculation of interest payable thereunder under either the “simple interest” method, the “Rule of 78’s” method or the “precomputed interest” method.

 

SCH-B-6


32. Lockbox Account. Each Obligor has been, or will be, directed to make all payments on their related Receivable to the Lockbox Processor for deposit into the Lockbox Account.

33. Transfer. Each Receivable prohibits the sale or transfer of the Financed Vehicle without the consent of the Seller.

34. Prepayment. Each Receivable allows for prepayment and partial prepayments without penalty and requires that a prepayment by the related Obligor will fully pay the principal balance and accrued interest through the date of prepayment based on the Receivable’s Annual Percentage Rate.

35. Lien Enforcement. Each Receivable provides for enforcement of the lien or the clear legal right of repossession, as applicable, on the Financed Vehicle securing such Receivable.

36. Prospectus Supplement Description. Each Receivable conforms, and all Receivables in the aggregate conform, in all material respects to the description thereof set forth in the Prospectus Supplement.

37. Risk of Loss. Each Contract contains provisions requiring the Obligor to assume all risk of loss or malfunction on the related Financed Vehicle, requiring the Obligor to pay all sales, use, property, excise and other similar taxes imposed on or with respect to the Financed Vehicle and making the Obligor liable for all payments required to be made thereunder, without any setoff, counterclaim or defense for any reason whatsoever, subject only to the Obligor’s right of quiet enjoyment.

38. Leasing Business. To the best of the Seller’s and the Servicer’s knowledge, as appropriate, no Obligor is a Person involved in the business of leasing or selling equipment of a type similar to the Obligor’s related Financed Vehicle.

39. Consumer Leases. No Receivable constitutes a “consumer lease” under either (a) the UCC as in effect in the jurisdiction the law of which governs the Receivable or (b) the Consumer Leasing Act, 15 USC 1667.

40. Perfection. The Seller has taken all steps necessary to perfect its security interest against the related Obligors in the property securing the Receivables and will take all necessary steps on behalf of the Issuer to maintain the Issuer’s perfection of the security interest created by each Receivable in the related Financed Vehicle.

 

SCH-B-7

EX-10.2 7 d853626dex102.htm EX-10.2 EX-10.2

Exhibit 10.2

SERIES 2015-1 LOCKBOX ACCOUNT AGREEMENT

Dated as of January 13, 2015

JPMorgan Chase Bank, N.A. (“Processor”), AmeriCredit Financial Services, Inc. (“AmeriCredit”) and The Bank of New York Mellon, as Trustee (the “Trustee”), agree as follows:

1. Servicing Arrangements. AmeriCredit, as Servicer (the “Servicer”), AFS SenSub Corp., as Seller (“Seller”), AmeriCredit Automobile Receivables Trust 2015-1 (the “Trust”) and the Trustee entered into a Sale and Servicing Agreement dated as of January 13, 2015 (as amended, supplemented and otherwise modified from time to time, the “Sale and Servicing Agreement”), relating to the Receivables (as such term is defined in the Sale and Servicing Agreement), pursuant to which the Receivables were sold, transferred, assigned, or otherwise conveyed to the Trust. The Sale and Servicing Agreement contemplates the engagement of a processor and includes terms for the opening of the Lockbox Account (as defined herein), and the Indenture contemplates that the Lockbox Account will be assigned and pledged to the Trust Collateral Agent. The Sale and Servicing Agreement does not include specific terms for the provision of data processing services and deposit of remittance items. Such terms are set forth in this Lockbox Account Agreement (the “Agreement”). All capitalized terms used herein and not otherwise defined herein shall have the meanings specified in the Sale and Servicing Agreement.

2. Remittance Processing Services. In order to provide a means of collection of the Receivables which will allow the Trustee to receive the proceeds of the Receivables and related security without AmeriCredit or its Affiliates having access to the funds, the parties hereto agree for the benefit of the Trustee that the banking services (the “Service(s)”) of Processor will be used for the deposit of remittances related to the Receivables and related security.

3. Customer Remittances. Third party money wire transfer providers, which shall include Western Union Financial Services, Inc. (“ACH Service”) may from time to time electronically deposit funds in the Lockbox Account (as defined herein) on behalf of Obligors and such ACH Service shall be authorized by Processor to electronically debit the Lockbox Account for the amounts of any return items from Obligors; provided, however, the electronic debit of the Lockbox Account for any return items by all ACH Services may not exceed $100,000 in the aggregate per day. Processor is authorized to establish such arrangements, on such terms deemed prudent by Processor, with such ACH Service concerning the electronic access to the Lockbox Account.

4. The Lockbox Account.

(a) Processor (ABA No. 122100024) has established account number 657601816 (the “Lockbox Account”). Pursuant to the terms of the Indenture and during the term of this Agreement, and except as otherwise required by law (e.g., for purposes of attachment, execution and other forms of legal process), all collected funds held in the Lockbox Account shall be deemed to be the Trustee’s funds, and the Trustee will have exclusive right to control such funds and to make demand upon or otherwise require Processor to make payment of any such funds to any person. In the event a successor Processor has become Processor, the successor Processor’s notice of the new Lockbox Account pursuant to Section 16 shall amend and replace the Lockbox Account above without the execution or filing of any document or any further act by any of the parties to this Agreement.


(b) Unless otherwise directed by the Trustee, AmeriCredit agrees that all collected funds on deposit in the Lockbox Account shall be transferred from the Lockbox Account within two Business Days by wire transfer in immediately available funds to the following account: The Bank of New York Mellon, Account No. GLA211705 f/b/o 522736; ABA No. 021000018 (the “Collection Account”).

(c) Each party hereto agrees that all funds deposited into the Lockbox Account will not be subject to deduction, setoff, banker’s lien, or any other similar right in favor of any person, except that Processor or ACH Service may setoff against the Lockbox Account the face amount of any check or other item deposited in and credited to such Lockbox Account which is subsequently returned for any reason or is otherwise not collected, necessary account adjustments as a result of errors and overdrafts related to return items. If there are insufficient funds in the Lockbox Account to pay items charged back to the Lockbox Account and AmeriCredit has not remitted payment within 10 days of demand therefor by Processor, the Trustee shall, upon provision of evidence satisfactory to the Trustee, make payment to Processor for any such amounts from funds in the Collection Account but, only to the extent that such amount was actually received by the Trustee. If there are insufficient funds in the Lockbox Account to pay items charged back to the Lockbox Account, AmeriCredit shall remit payment within 2 days of demand therefore by Processor.

5. Applicable Documentation. This Agreement supplements, rather than replaces, Processor’s deposit account agreement, terms and conditions, and other standard documentation in effect from time to time with respect to the Lockbox Account or the services provided in connection therewith (the “Applicable Documentation”), which Applicable Documentation will continue to apply to the Lockbox Account and such services, and the respective rights, powers, duties, obligations, liabilities and responsibilities of the parties thereto and hereto, to the extent not expressly conflicting with the provisions of this Agreement (however, in the event of any such conflict, the provisions of this Agreement shall control). Prior to issuing any instructions, the Trustee shall provide Processor with such documentation as Processor may reasonably request to establish the identity and authority of the individuals issuing instructions on behalf of the Trustee. The Trustee may request the Processor to provide other services with respect to the Lockbox Account; however, if such services are not authorized or otherwise covered under the Applicable Documentation, Processor’s decision to provide any such services shall be made in its sole discretion (including without limitation being subject to AmeriCredit and/or the Trustee executing such Applicable Documentation or other documentation as Processor may require in connection therewith).

6. Processor’s General Duties. Notwithstanding anything to the contrary in this Agreement: (i) Processor shall have only the duties and responsibilities with respect to the matters set forth herein as is expressly set forth in writing herein and shall not be deemed to be an agent, bailee or fiduciary for any party hereto; (ii) Processor shall be fully protected in acting or refraining from acting in good faith without investigation on any notice, instruction or request purportedly furnished to it by AmeriCredit or the Trustee in accordance with the terms hereof, in which case the parties hereto agree that Processor has no duty to make any further inquiry

 

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whatsoever; (iii) it is hereby acknowledged and agreed that Processor has no knowledge of (and is not required to know) the terms and provisions of the Sale and Servicing Agreement referred to in Section 1 above or any other related documentation or whether any actions by the Trustee, AmeriCredit or any other person or entity are permitted or a breach thereunder or consistent or inconsistent therewith; and (iv) Processor shall not be liable to any party hereto or any other person for any action or failure to act under or in connection with this Agreement except to the extent such conduct constitutes its own willful misconduct or gross negligence.

7. Processing of Items. The provision of services shall be governed by the Processor’s Treasury Management Services Agreement, Commercial Account Agreement or other applicable agreements and related service terms (individually and collectively, the “Bank Agreements”), as may be amended from time to time, subject to the prior written consent to any such amendments of a material nature by the Trustee and AmeriCredit, which consents shall not be unreasonably withheld, conditioned or delayed.

8. Confidentiality. Processor agrees that all information concerning the Obligors of the Receivables which comes into Processor’s possession pursuant to this Agreement, other than that which is already known by Processor or to the general public, will be treated in a confidential manner.

9. Fees. Unless otherwise agreed by Processor, AmeriCredit shall pay Processor the fees set forth for this Service in Processor’s most current Price List as in effect from time to time, plus additional fees for the performance of services beyond the terms of this Agreement, or resulting from increased expenses incurred by the failure of AmeriCredit to furnish within a reasonable period of time following a request by Processor, data in a form acceptable to Processor. Processor shall look first to AmeriCredit for payment of such fees. If AmeriCredit fails to pay Processor within thirty (30) days of receipt of invoice but in any event no later than forty-five (45) days from the date of the invoice, Processor will notify the Trustee in writing as soon as practicable and provide to the Trustee a copy of such unpaid invoice. Subject to rights to terminate this Agreement pursuant to Section 14, Processor will continue to perform its services under this Agreement and the amount reflected in such invoice will be paid to Processor by the Trustee out of funds in the Collection Account on the next Distribution Date (as defined below), which follows by at least three Business Days the date of giving such notice to the Trustee. Any fees unpaid after such date will be considered unpaid fees. “Distribution Date” means the fifteenth day of the following calendar month, or, if such day is not a Business Day, the immediately following Business Day.

10. Processor’s Liability for Nonperformance. In performing the Services, Processor will exercise ordinary care and act in good faith. Processor shall be deemed to have exercised ordinary care if its action or failure to act is in conformity with general banking usages or is otherwise a commercially reasonable practice of the banking industry. Processor’s liability relating to its or its employees’, officers’ or agents’ performance or failure to perform hereunder, or for any other action or inaction of Processor, or its employees, officers or agents, shall be limited exclusively to the lesser of (i) any direct losses which are caused by the failure of Processor, its employees, officers or agents to exercise reasonable care and/or act in good faith, and (ii) the face amount of any item, check, payment or other funds lost or mishandled by the action or inaction of Processor. Under no circumstances will Processor be liable for any general, indirect, special, incidental, punitive or consequential damages or for damages caused, in whole

 

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or in part, by the action or inaction of AmeriCredit or the Trustee, whether or not such action or inaction constitutes negligence. Processor will not be liable for any damage, loss, liability or delay caused by accidents, strikes, fire, flood, war, riot, equipment breakdown, electrical or mechanical failure, acts of God or any cause which is reasonably unavoidable or beyond its reasonable control. AmeriCredit agrees that the fees charged by Processor for the performance of this Service shall be deemed to have been established in contemplation of these limitations on Processor’s liability. In addition, AmeriCredit agrees to indemnify and hold Processor harmless from all liability on the part of Processor under this Section 10 except such liability as is attributable to the gross negligence of Processor.

11. Indemnification by AmeriCredit. AmeriCredit agrees to indemnify, defend and hold Processor harmless from and against any and all damage, loss, cost, expense or liability of any kind, including, without limitation, reasonable attorneys’ fees and court costs, which results, directly or indirectly, in whole or in part, from any negligence and willful misconduct or infidelity of AmeriCredit or any agent or employee of AmeriCredit, incurred in connection with this Agreement or the Lockbox Account or any interpleader proceeding relating thereto or from Processor acting upon information furnished by AmeriCredit under this Agreement. AmeriCredit will remain liable for all indemnification under this Section 11 after its removal and/or resignation as Servicer.

12. Other Agreements. Processor shall not be bound by any agreement between any of the other parties hereto irrespective of whether Processor has knowledge of the existence of any such agreement or the terms and provisions thereof.

13. Records. This Agreement and the performance by Processor of the Services hereunder shall not relieve Processor of any obligation imposed by law or contract regarding the maintenance of records.

14. Amendment and Termination. This Agreement may only be amended in writing signed by all parties to this Agreement. AmeriCredit or Trustee may immediately terminate this Agreement for cause, provided, however, that a similar agreement has been executed with a successor processor reasonably acceptable to the Trustee or the Trustee has consented to such termination. The Trustee may immediately terminate this Agreement and shall do so upon written notice to the other parties hereto. Otherwise, any party may terminate this Agreement on forty-five (45) days’ prior written notice to the others; provided, however, that AmeriCredit shall promptly notify the Trustee of receipt of any such notice and shall arrange for alternative account services satisfactory to the Trustee prior to the termination of the Services. Upon any termination of the Agreement, the Lockbox Account shall remain open for the deposit of remittances related to the Receivables and related security for a period of at least ninety (90) days after the termination date, unless arranged otherwise between AmeriCredit and Processor. After any termination, Processor’s fees with respect to the Services it performs during such period shall be consistent with such fees at the time of such termination.

15. Successor Servicer or Trustee. Upon the termination or resignation of the Trustee or the Servicer, this Agreement shall not thereupon terminate but rather the successor Trustee or successor Servicer appointed pursuant to the Indenture or the Sale and Servicing Agreement, as applicable, shall succeed, except as otherwise provided herein, to all the rights, benefits, duties and obligations of the Trustee or the Servicer, as applicable, hereunder. Upon

 

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the appointment and acceptance of a successor Trustee or successor Servicer under the Indenture or the Sale and Servicing Agreement, as applicable, such successor Trustee or successor Servicer, as applicable, shall provide an Assignment Notice to Processor along with any required documentation that Processor may require in order to satisfy its know your customer policies and its due diligence requirements to qualify the assignee as a customer. An “Assignment Notice” is a notice purporting to be signed by either the successor Servicer or successor Trustee, as applicable, in which such successor agrees to assume all of either Servicer or Trustee’s obligations under this Agreement and is substantially in the same form as Exhibit A, attached hereto, with a copy of this Agreement attached. The Trustee or the Servicer, as applicable, hereunder shall continue to act in such capacity hereunder until its successor has been appointed and accepted such appointment under the Indenture or Sale and Servicing Agreement, as applicable.

16. Successor Processor. Any company or national banking association into which Processor may be merged or converted or with which it may be consolidated, or any company or national banking association resulting from any merger, conversion or consolidation to which it shall be a party or any company or national association to which Processor may sell or transfer all or substantially all of its business (provided any such company or national banking association shall be a company organized under the laws of any state of the United States or a national banking association and shall be eligible to perform all of the duties imposed upon it by this Agreement) shall be the successor to Processor hereunder without the execution or filing of any document or any further act by any of the parties to this Agreement; provided, however, that Processor notify the Trustee and AmeriCredit of any such merger, conversion or consolidation within 30 days of its occurrence. If such successor requires the establishment of a new account, then the successor Processor shall as soon as practicable after the occurrence of any such merger, conversion or consolidation (i) establish the new Lockbox Account and (ii) send written notice to the Trustee and AmeriCredit with respect to the new Lockbox Account number.

17. Governing Law. This Agreement shall be governed by the laws of the State of Texas. All parties hereby waive all rights to a trial by jury in any action or proceeding relating to Lockbox Account or this Agreement.

18. Notices. All written notices required by this Agreement shall be delivered or mailed to the other parties at the addresses set forth below or to such other address as a party may specify in writing.

 

Processor:                        JPMorgan Chase Bank, N.A.
   611 Woodward Avenue, Floor 02
   Detroit, Michigan 48226-3408
   Attention: Eric Reimer
   Email: Eric.Reimer@jpmchase.com
   Fax No.: 972.869.9327
   With a copy to:
   JPMorgan Chase Bank, N.A.
   611 Woodward Avenue, Floor 02
   Detroit, Michigan 48226-3408
   Attention:  Ric H. Huttenlocher
   Email:  ric.huttenlocher@jpmorgan.com
   Fax No.:  313.256.2190

 

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AmeriCredit:    AmeriCredit Financial Services, Inc.
   801 Cherry Street, Suite 3500
   Fort Worth, Texas 76102
   Attention: Chief Financial Officer
Trustee:    The Bank of New York Mellon
   101 Barclay Street, 4 West
   New York, New York 10286
   Attention: Corporate Trust Administration—AmeriCredit 2015-1

19. Bankruptcy. Processor hereby covenants and agrees that, prior to the date which is one year and one day after the payment in full of the Notes and all amounts owed under the Indenture and the Sale and Servicing Agreement, Processor will not institute against or join with any other person in instituting against the Trust or the Seller, any proceeding or file any petition against the Trust or the Seller under any bankruptcy, insolvency or similar law for the relief or aid of debtors (including, without limitation, Title 11 of the United States Code or any amendment thereto), seeking the dissolution, liquidation, arrangement, reorganization or similar relief of the Trust or the Seller or the appointment of a receiver, trustee, custodian or liquidator of the Trust or the Seller, or issue any writ, order, judgment warrant of attachment, execution or similar process against a substantial part of the property, assets or business of the Trust or the Seller. This covenant shall survive the termination of this Agreement.

20. Waiver of Jury Trial. Each of the parties hereto hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

21. No Partnership or Joint Venture. Nothing herein contained shall constitute a partnership between or joint venture by the parties hereto or constitute any party the agent of the others. No party shall hold itself out contrary to the terms of this Section and no party shall become liable by any representation, act or omission of the other contrary to the provisions hereof. This Agreement is not for the benefit of any third party and shall not be deemed to give any right or remedy to any such party whether referred to herein or not.

22. Severability. Any term or provision of this Agreement that is held by a court of competent jurisdiction to be invalid, void or unenforceable shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the invalid, void or unenforceable term or provision in any other situation or in any other jurisdiction. If the final judgment of a court of competent jurisdiction declares that any term or provision hereof is invalid, void or unenforceable, the parties agree that the court making such determination shall have the power to reduce the scope, duration or applicability of the term or provision, to delete specific words or phrases or to replace any invalid, void or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid, void or unenforceable term or provision.

 

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23. No Waiver; Cumulative Remedies. No failure to exercise and no delay in exercising, on the part of any person, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided are cumulative and not exhaustive of any rights, remedies, powers and privileges provided by applicable law.

24. Rules of Construction. Unless the context otherwise requires, (a) words in the singular include the plural, and words in the plural include the singular and (b) “including” means, where not already so indicated, “including without limitation.” Unless otherwise stated in this Agreement, in the computation of a period of time from a specified date to a later specified date, the word “from” means “from and including” and the words “to” and “until” each mean “to but excluding.” “Herein,” “hereof” and other words of similar import refer to this Agreement as a whole and not to any particular Article, Section or other subdivision. Unless otherwise specified, references in this Agreement to any Article, Section, Schedule, Annex or Exhibit are references to such Article or Section of, or Schedule, Annex or Exhibit to, this Agreement, and references in any Article, Section, Schedule, Annex, Exhibit or definition to any subsection or clause are references to such subsection or clause of such Article, Section, Schedule, Annex, Exhibit or definition. All references in this Agreement to an agreement, instrument or other document shall be construed as a reference to that agreement, instrument or document as the same may be amended, modified, varied, supplemented or novated from time to time.

25. Counterparts. This Agreement may be executed simultaneously in two or more counterparts, any one of which need not contain the signatures of more than one party, but all such counterparts taken together shall constitute one and the same agreement. Facsimile, .pdf or other electronic signatures on counterparts of this Agreement shall be deemed original signatures with all rights accruing thereto except in respect to any non-US entity from a jurisdiction where original executed signatures are required.

26. Limited Trustee Liability. In connection with this Agreement, the Trustee shall be entitled to the benefit of every provision of the Indenture limiting the liability of or affording rights, benefits, protections, immunities or indemnities to the Trustee as if they were expressly set forth herein mutatis mutandis.

[Remainder of Page Intentionally Left Blank]

 

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PROCESSOR:      AMERICREDIT:
JPMORGAN CHASE BANK, N.A.      AMERICREDIT FINANCIAL SERVICES,

INC.

By:  

 

     By:  

 

  Name:        Name:
  Title:        Title:
TRUSTEE:       

THE BANK OF NEW YORK MELLON,

as Trustee

      
By:  

 

      
  Name:       
  Title:       

[Series 2015-1 Lockbox Account Agreement]


Exhibit A | ASSIGNMENT NOTICE

 

Date:   
JPMorgan Chase Bank, N.A.
Address:    420 W Van Buren Street, 9th Floor Suite IL1-0199
   Chicago, IL 60606-3534
Attention:    Blocked Accounts

Re: SERIES 2015-1 LOCKBOX ACCOUNT AGREEMENT dated as of January 13, 2015 by and among AmeriCredit Financial Services, Inc., The Bank of New York Mellon. and JPMorgan Chase Bank, N.A. relating to account no,              (the “Agreement”).

Ladies and Gentlemen:

This constitutes an Assignment Notice as referred to in section 15 of the Agreement, a copy of which is attached hereto.

[NAME OF ASSIGNEE] (“Assignee”) agrees to assume all of the [Servicer or Trustee’s] obligations under the Agreement.

Please select the appropriate response below indicating if Assignee is an existing client of Processor.

         Assignee is an existing client of Processor

         Assignee is not a client of Processor

(Note: Additional documentation may be required by Processor in order to satisfy its know your customer policies and its due diligence requirements to qualify the assignee as a customer)

The Assignee’s address for notices is as follows.

Attn:

Address:

Email:

Fax No.:

 

[NAME OF SUCCESSOR SERVICER OR TRUSTEE]

By:     Date:                    
Name:    
Title:    
EX-10.3 8 d853626dex103.htm EX-10.3 EX-10.3

Exhibit 10.3

SERIES 2014-4 LOCKBOX PROCESSING AGREEMENT

Dated as of January 13, 2015

Regulus Group II LLC (“Processor”), AmeriCredit Financial Services, Inc. (“AmeriCredit”) and The Bank of New York Mellon, as Trustee (the “Trustee”), agree as follows:

1. Servicing Arrangements. AmeriCredit, as Servicer (the “Servicer”), AFS SenSub Corp., as Seller (“Seller”), AmeriCredit Automobile Receivables Trust 2015-1 (the “Trust”) and the Trustee entered into a Sale and Servicing Agreement dated as of January 13, 2015 (as amended, supplemented and otherwise modified from time to time, the “Sale and Servicing Agreement”), relating to the Receivables (as such term is defined in the Sale and Servicing Agreement), pursuant to which the Receivables were sold, transferred, assigned, or otherwise conveyed to the Trust. The Sale and Servicing Agreement contemplates the engagement of a processor for lockbox services, and the Indenture contemplates that the Lockbox Account (as defined herein) will be assigned and pledged to the Trust Collateral Agent. The Sale and Servicing Agreement does not include specific terms for the provision of data processing services of remittance items. Such terms are set forth in this Lockbox Processing Agreement (the “Agreement”). For avoidance of doubt, Processor is not a depository institution. All capitalized terms used herein and not otherwise defined herein shall have the meanings specified in the Sale and Servicing Agreement.

2. Remittance Processing Services. In order to provide a means of collection of the Receivables which will allow the Trustee to receive the proceeds of the Receivables and related security without AmeriCredit or its Affiliates having access to the funds, the parties hereto agree for the benefit of the Trustee that the processing services (the “Service(s)”) of Processor will be used for the collection and the deposit of remittances related to the Receivables and related security.

3. Customer Remittances. Obligors of the Receivables will be directed by AmeriCredit to forward their remittances to Processor at a post office address (the “Lockbox”) assigned by Processor. Processor, acting for the exclusive benefit of the Trustee, shall have unrestricted and exclusive access to the mail directed to this address. AmeriCredit agrees to notify Processor thirty (30) days in advance of any change in Obligor remittance statements and/or mailing schedule.

4. Collection of Mail. Processor will collect mail from the Lockbox at regular intervals each business day, but not less than two times daily.

5. Endorsement of Items. Processor will process, on behalf of AmeriCredit, checks and other deposited items that appear to be for deposit to the credit of AmeriCredit or its Affiliates in accordance with Processor’s Lockbox Processing Agreement and Instructions, or other applicable agreement and related service terms (individually and collectively, the “Processor Documentation”), as appropriate.


6. Credit of Funds to Account.

(a) Processor will process the checks and other deposited items and credit the total amount to the account described below (the “Lockbox Account”). The Lockbox Account will be established at JPMorgan Chase Bank, N.A. (ABA No.: 122100024) as account number 657601816. The Lockbox Account will be maintained and all banking functions will be provided by JPMorgan Chase Bank, N.A.

(b) Unless otherwise directed by the Trustee, AmeriCredit agrees that all collected funds on deposit in the Lockbox Account shall be transferred from the Lockbox Account within two Business Days by wire transfer in immediately available funds to the following account: The Bank of New York Mellon, Account No. GLA211705 f/b/o 522736; ABA No. 021000018 (the “Collection Account”).

7. Processor Documentation. This Agreement supplements, rather than replaces, the Processor Documentation, terms and conditions, and other standard documentation in effect from time to time with respect to the Lockbox or the services provided by Processor in connection therewith. The Processor Documentation will continue to apply to the Lockbox and such services, and the respective rights, powers, duties, obligations, liabilities and responsibilities of the parties thereto and hereto, to the extent not expressly conflicting with the provisions of this Agreement (however, in the event of any such conflict, the provisions of this Agreement shall control). Prior to issuing any instructions, the Trustee shall provide Processor with such documentation as Processor may reasonably request to establish the identity and authority of the individuals issuing instructions on behalf of the Trustee. The Trustee may request the Processor to provide other services with respect to the Lockbox; however, if such services are not authorized or otherwise covered under the Processor Documentation, Processor’s decision to provide any such services shall be made in its sole discretion (including without limitation being subject to AmeriCredit and/or the Trustee executing the Processor Documentation or other documentation as Processor may require in connection therewith).

8. Processor’s General Duties. Notwithstanding anything to the contrary in this Agreement: (i) Processor shall have only the duties and responsibilities with respect to the matters set forth herein as is expressly set forth in writing herein and shall not be deemed to be an agent, bailee or fiduciary for any party hereto; (ii) Processor shall be fully protected in acting or refraining from acting in good faith without investigation on any notice, instruction or request purportedly furnished to it by AmeriCredit or the Trustee in accordance with the terms hereof, in which case the parties hereto agree that Processor has no duty to make any further inquiry whatsoever; (iii) it is hereby acknowledged and agreed that Processor has no knowledge of (and is not required to know) the terms and provisions of the Sale and Servicing Agreement referred to in Section 1 above or any other related documentation or whether any actions by the Trustee, AmeriCredit or any other person or entity are permitted or a breach thereunder or consistent or inconsistent therewith; and (iv) Processor shall not be liable to any party hereto or any other person for any action or failure to act under or in connection with this Agreement except to the extent such conduct constitutes its own willful misconduct or gross negligence.

 

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9. Processing of Items. The provision of services shall be governed by the Processor Documentation or other applicable agreements and related service terms, as may be amended from time to time, subject to the prior written consent to any such amendments of a material nature by the Trustee and AmeriCredit, which consents shall not be unreasonably withheld, conditioned or delayed.

10. Trust Correspondence. Any envelopes collected from the Lockbox which contain correspondence and other documents (including, but not limited to, certificates of title, tax receipts, insurance policy endorsements and any other documents or communications of or relating to the Receivables) will be sent to the Servicer at its current address. Any enclosed payment(s), coupon(s) or check(s) will be processed and deposited by Processor in accordance with the provisions of the Agreement.

11. Confidentiality. Processor agrees that all information concerning the Obligors of the Receivables which comes into Processor’s possession pursuant to this Agreement, other than that which is already known by Processor or to the general public, will be treated in a confidential manner.

12. Fees. Unless otherwise agreed by Processor, AmeriCredit shall pay Processor the fees set forth for this Service in Processor’s most current Price List as in effect from time to time, plus additional fees for the performance of services beyond the terms of this Agreement, or resulting from increased expenses incurred by the failure of AmeriCredit to furnish within a reasonable period of time following a request by Processor, data in a form acceptable to Processor. Processor shall look first to AmeriCredit for payment of such fees. If AmeriCredit fails to pay Processor within thirty (30) days of receipt of invoice but in any event no later than forty-five (45) days from the date of the invoice, Processor will notify the Trustee in writing as soon as practicable and provide to the Trustee a copy of such unpaid invoice. Subject to rights to terminate this Agreement pursuant to Section 17, Processor will continue to perform its services under this Agreement and the amount reflected in such invoice will be paid to Processor by the Trustee out of funds in the Collection Account on the next Distribution Date (as defined below), which follows by at least three Business Days the date of giving such notice to the Trustee. Any fees unpaid after such date will be considered unpaid fees. “Distribution Date” means the fifteenth day of the following calendar month, or, if such day is not a Business Day, the immediately following Business Day.

13. Processor’s Liability for Nonperformance. In performing the Services, Processor will exercise ordinary care and act in good faith. Processor shall be deemed to have exercised ordinary care if its action or failure to act is in conformity with general information technology processing standards. Processor’s liability relating to its or its employees’, officers’ or agents’ performance or failure to perform hereunder, or for any other action or inaction of Processor, or its employees, officers or agents, shall be limited exclusively to the lesser of (i) any direct losses which are caused by the failure of Processor, its employees, officers or agents to exercise reasonable care and/or act in good faith, and (ii) the face amount of any item, check, payment or other funds lost or mishandled by the action or inaction of Processor. Under no circumstances will Processor be liable for any general, indirect, special, incidental, punitive or consequential damages or for damages caused, in whole or in part, by the action or inaction of AmeriCredit or the Trustee, whether or not such action or inaction constitutes negligence. Processor will not be liable for any damage, loss, liability or delay caused by accidents, strikes, fire, flood, war, riot, equipment breakdown, electrical or mechanical failure, acts of God or any cause which is reasonably unavoidable or beyond its reasonable control. AmeriCredit agrees that

 

3


the fees charged by Processor for the performance of this Service shall be deemed to have been established in contemplation of these limitations on Processor’s liability. In addition, AmeriCredit agrees to indemnify and hold Processor harmless from all liability on the part of Processor under this Section 13 except such liability as is attributable to the gross negligence of Processor.

14. Indemnification by AmeriCredit. AmeriCredit agrees to indemnify, defend and hold Processor harmless from and against any and all damage, loss, cost, expense or liability of any kind, including, without limitation, reasonable attorneys’ fees and court costs, which results, directly or indirectly, in whole or in part, from any negligence and willful misconduct or infidelity of AmeriCredit or any agent or employee of AmeriCredit, incurred in connection with this Agreement or the Lockbox or any interpleader proceeding relating thereto or from Processor acting upon information furnished by AmeriCredit under this Agreement. AmeriCredit will remain liable for all indemnification under this Section 14 after its removal and/or resignation as Servicer.

15. Other Agreements. Processor shall not be bound by any agreement between any of the other parties hereto irrespective of whether Processor has knowledge of the existence of any such agreement or the terms and provisions thereof.

16. Records. This Agreement and the performance by Processor of the Services hereunder shall not relieve Processor of any obligation imposed by law or contract regarding the maintenance of records.

17. Amendment and Termination. This Agreement may only be amended in writing signed by all parties to this Agreement. AmeriCredit or Trustee may immediately terminate this Agreement for cause, provided, however, that a similar agreement has been executed with a successor processor reasonably acceptable to the Trustee or the Trustee has consented to such termination. The Trustee may immediately terminate this Agreement and shall do so upon written notice to the other parties hereto. Otherwise, any party may terminate this Agreement on sixty (60) days’ prior written notice to the others; provided, however, that AmeriCredit shall promptly notify the Trustee of receipt of any such notice and shall arrange for alternative lockbox processing services satisfactory to the Trustee prior to the termination of the Services. Upon any termination of the Agreement, (a) Processor will close the Lockbox and (b) Processor will process all mail addressed to the Lockbox in the manner instructed by AmeriCredit in accordance with the Processor Documentation for a period of at least ninety (90) days after the termination date, unless arranged otherwise between AmeriCredit and Processor. After any termination, Processor’s fees with respect to the Services it performs during such period shall be consistent with such fees at the time of such termination.

18. Successor Servicer. Each of Processor and the Trustee agrees that if the Servicer has been terminated or resigns as Servicer, this Agreement shall not thereupon terminate and the successor servicer appointed pursuant to the Sale and Servicing Agreement shall succeed, except as otherwise provided herein, to all rights, benefits, duties and obligations of the Servicer hereunder. Prior to the termination or resignation of the Trustee or the Servicer, the Trustee or the Servicer, respectively, shall provide notice to Processor in accordance with the terms and conditions to which each of the Trustee or the Servicer, respectively, is itself entitled upon termination or resignation.

 

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19. Successor Processor. Any company or national banking association into which Processor may be merged or converted or with which it may be consolidated, or any company or national banking association resulting from any merger, conversion or consolidation to which it shall be a party or any company or national association to which Processor may sell or transfer all or substantially all of its business (provided any such company or national banking association shall be a company organized under the laws of any state of the United States or a national banking association and shall be eligible to perform all of the duties imposed upon it by this Agreement) shall be the successor to Processor hereunder without the execution or filing of any document or any further act by any of the parties to this Agreement; provided, however, that Processor notify the Trustee and AmeriCredit of any such merger, conversion or consolidation within 30 days of its occurrence.

20. Governing Law. This Agreement shall be governed by the laws of the State of Texas. All parties hereby waive all rights to a trial by jury in any action or proceeding relating to Lockbox or this Agreement.

21. Notices. All written notices required by this Agreement shall be delivered or mailed to the other parties at the addresses set forth below or to such other address as a party may specify in writing.

 

Processor:                        Regulus Group II LLC
   4855 Peachtree Industrial Blvd
   Suite 245
   Norcross, Georgia 30092
   Attention: General Counsel
AmeriCredit:    AmeriCredit Financial Services, Inc.
   801 Cherry Street, Suite 3500
   Fort Worth, Texas 76102
   Attention: Chief Financial Officer
Trustee:    The Bank of New York Mellon
   101 Barclay Street, 4 West
   New York, New York 10286
   Attention: Corporate Trust Administration – AmeriCredit 2015-1

22. Bankruptcy. Processor hereby covenants and agrees that, prior to the date which is one year and one day after the payment in full of the Notes and all amounts owed under the Indenture and the Sale and Servicing Agreement, Processor will not institute against or join with any other person in instituting against the Trust or the Seller, any proceeding or file any petition against the Trust or the Seller under any bankruptcy, insolvency or similar law for the relief or aid of debtors (including, without limitation, Title 11 of the United States Code or any amendment thereto), seeking the dissolution, liquidation, arrangement, reorganization or similar relief of the Trust or the Seller or the appointment of a receiver, trustee, custodian or liquidator of the Trust or the Seller, or issue any writ, order, judgment warrant of attachment, execution or similar process against a substantial part of the property, assets or business of the Trust or the Seller. This covenant shall survive the termination of this Agreement.

 

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23. Waiver of Jury Trial. Each of the parties hereto hereby irrevocably and unconditionally waives, to the fullest extent permitted by law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

24. No Partnership or Joint Venture. Nothing herein contained shall constitute a partnership between or joint venture by the parties hereto or constitute any party the agent of the others. No party shall hold itself out contrary to the terms of this Section and no party shall become liable by any representation, act or omission of the other contrary to the provisions hereof. This Agreement is not for the benefit of any third party and shall not be deemed to give any right or remedy to any such party whether referred to herein or not.

25. Severability. Any term or provision of this Agreement that is held by a court of competent jurisdiction to be invalid, void or unenforceable shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the invalid, void or unenforceable term or provision in any other situation or in any other jurisdiction. If the final judgment of a court of competent jurisdiction declares that any term or provision hereof is invalid, void or unenforceable, the parties agree that the court making such determination shall have the power to reduce the scope, duration or applicability of the term or provision, to delete specific words or phrases or to replace any invalid, void or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid, void or unenforceable term or provision.

26. No Waiver; Cumulative Remedies. No failure to exercise and no delay in exercising, on the part of any person, any right, remedy, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided are cumulative and not exhaustive of any rights, remedies, powers and privileges provided by applicable law.

27. Rules of Construction. Unless the context otherwise requires, (a) words in the singular include the plural, and words in the plural include the singular and (b) “including” means, where not already so indicated, “including without limitation.” Unless otherwise stated in this Agreement, in the computation of a period of time from a specified date to a later specified date, the word “from” means “from and including” and the words “to” and “until” each mean “to but excluding.” “Herein,” “hereof” and other words of similar import refer to this Agreement as a whole and not to any particular Article, Section or other subdivision. Unless otherwise specified, references in this Agreement to any Article, Section, Schedule, Annex or Exhibit are references to such Article or Section of, or Schedule, Annex or Exhibit to, this Agreement, and references in any Article, Section, Schedule, Annex, Exhibit or definition to any subsection or clause are references to such subsection or clause of such Article, Section, Schedule, Annex, Exhibit or definition. All references in this Agreement to an agreement, instrument or other document shall be construed as a reference to that agreement, instrument or document as the same may be amended, modified, varied, supplemented or novated from time to time.

 

6


28. Counterparts. This Agreement may be executed simultaneously in two or more counterparts, any one of which need not contain the signatures of more than one party, but all such counterparts taken together shall constitute one and the same agreement. Facsimile, .pdf or other electronic signatures on counterparts of this Agreement shall be deemed original signatures with all rights accruing thereto except in respect to any non-US entity from a jurisdiction where original executed signatures are required.

29. Limited Trustee Liability. In connection with this Agreement, the Trustee shall be entitled to the benefit of every provision of the Indenture limiting the liability of or affording rights, benefits, protections, immunities or indemnities to the Trustee as if they were expressly set forth herein mutatis mutandis.

[Remainder of Page Intentionally Left Blank]

 

7


 

PROCESSOR:     AMERICREDIT:
REGULUS GROUP II LLC    

AMERICREDIT FINANCIAL SERVICES,

INC.

By:  

 

    By:  

 

  Name:       Name:
  Title:       Title:
TRUSTEE:      

THE BANK OF NEW YORK MELLON,

as Trustee

     
By:  

 

     
  Name:      
  Title:      

[Series 2015-1 Lockbox Processing Agreement]