Common use of AMOUNT OF PURCHASED ASSETS; DEFERRED PURCHASE PRICE Clause in Contracts

AMOUNT OF PURCHASED ASSETS; DEFERRED PURCHASE PRICE. The consideration for each Receivables Purchase shall consist of the Capital funded under this Agreement, the ING Capital, if any, funded pursuant to the ING Purchase Agreement and the obligation of the Purchaser to remit to the Seller the Deferred Purchase Price. The amount of the Deferred Purchase Price shall be initially computed as of the opening of business of the Collection Agent on the date of the initial Receivables Purchase hereunder. Thereafter, until the Termination Date, the amount of the Deferred Purchase Price shall be automatically recomputed as of the close of business of the Collection Agent on each day on which the aggregate Capital hereunder is increased or decreased, on which the ING Capital is increased or decreased under the ING Purchase Agreement or on which any funds are remitted to the Seller in satisfaction thereof under clause (viii) of SECTION 6.11(b) or remitted to ING in satisfaction thereof under clause (ii) of Section 2.04 of the ING Purchase Agreement. From and after the Termination Date until the Combined Collection Date, the Deferred Purchase Price shall be automatically recomputed on each Business Day to reflect any reductions in the amount hereof on account of accrued Yield, Carrying Costs, or other amounts owed by (or paid on behalf of) the Seller under this Agreement or any ING Obligations under the ING Purchase Agreement. The Purchased Assets shall become zero at such time as (i) Triple-A shall have recovered the aggregate outstanding Capital and shall have received all other amounts payable to Triple-A pursuant to this Triple-A Purchase Agreement, (ii) ING shall have recovered the aggregate outstanding ING Capital and shall have received all other amounts payable to ING pursuant to the ING Purchase Agreement, and (iii) the Seller has received payment of the Deferred Purchase Price. The Purchased Assets and the Deferred Purchase Price shall each remain constant from the time as of which any such computation or recomputation is made until the time as of which the next such recomputation, if any, shall be made. Triple-A shall, in consideration of the sale of the Purchased Assets, from and after the Combined Collection Date, remit to the Seller with the proceeds of Collections in respect of the Purchased Assets, in satisfaction of the Deferred Purchase Price; PROVIDED that, from and after the date that the Outstanding Balance of the Purchased Receivables is less than or equal to 6.25% of the Outstanding Balance of the Purchased Receivables as of the Termination Date, the Administrative Agent may, in lieu of continuing to make such remittances, by at least three (3) Business Days' prior written notice to the Seller, reassign to the Seller all of Triple-A's and ING's right, title and interest in and to the Purchased Assets in full satisfaction of the Deferred Purchase Price. It is expressly understood and agreed that the Deferred Purchase Price shall be payable solely through Collections and other proceeds of the Purchased Assets and that none of Triple-A, ING, the Administrative Agent, the Collateral Agent nor any Liquidity Bank shall have any personal liability for the payment of the Deferred Purchase Price.

AMOUNT OF PURCHASED ASSETS; DEFERRED PURCHASE PRICE. The consideration for each Receivables Purchase shall consist of the Capital funded under this Agreement, the ING Capital, if any, funded pursuant to the ING Purchase Agreement and the obligation of the Purchaser to remit to the Seller the Deferred Purchase Price. The amount of the Deferred Purchase Price shall be initially computed as of the opening of business of the Collection Agent on the date of the initial Receivables Purchase hereunder. Thereafter, Thereafter until the Termination Date, the amount of the Deferred Purchase Price shall be automatically recomputed as of the close of business of the Collection Agent on each day on which the aggregate Capital hereunder is increased or decreased, on which the ING Capital is increased or decreased under the ING Purchase Agreement or on which any funds are remitted to the Seller in satisfaction thereof under clause (viii) of SECTION 6.11(b) or remitted to ING in satisfaction thereof under clause (iiv) of Section 2.04 of the ING Purchase Agreement6.11(b). From and after the Termination Date until the Combined Collection Date, the Deferred Purchase Price shall be automatically recomputed on each Business Day to reflect any reductions in the amount hereof on account of accrued Yield, Carrying Costs, or other amounts owed by (or paid on behalf of) the Seller under this Agreement or any ING Obligations under the ING Purchase Agreement. The Purchased Assets shall become zero at such time as (i) Triple-A shall have recovered the aggregate outstanding Capital and shall have received all other amounts payable to Triple-A pursuant to this Triple-A Purchase Agreement, (ii) ING shall have recovered the aggregate outstanding ING Capital Agreement and shall have received all other amounts payable to ING pursuant to the ING Purchase Agreement, and (iii) the Seller has received payment of the Deferred Purchase Price. The Purchased Assets and the Deferred Purchase Price shall each remain constant from the time as of which any such computation or recomputation is made until the time as of which the next such recomputation, if any, shall be made. Triple-A shall, in consideration of the sale of the Purchased Assets, from and after the Combined Collection Date, remit to the Seller with the proceeds of Collections in respect of the Purchased Assets, in satisfaction of the Deferred Purchase Price; PROVIDED provided that, from and after the date that the Outstanding Balance of the Purchased Receivables is less than or equal to 6.2510% of the Outstanding Balance of the Purchased Receivables as of the Termination Date, the Administrative Agent may, in lieu of continuing to make such remittances, by at least three (3) Business Days' prior written notice to the Seller, reassign to the Seller all of Triple-A's and ING's right, title and interest in and to the Purchased Assets in full satisfaction of the Deferred Purchase Price. It is expressly understood and agreed that the Deferred Purchase Price shall be payable solely through Collections and other proceeds of the Purchased Assets and that none of Triple-A, ING, the Administrative Agent, the Collateral Agent nor any Liquidity Bank shall have any personal liability for the payment of the Deferred Purchase Price.

AMOUNT OF PURCHASED ASSETS; DEFERRED PURCHASE PRICE. The consideration for each Receivables Purchase shall consist of the Capital funded under this Receivables Purchase Agreement, the ING Capital, if any, funded pursuant to the ING Purchase Agreement and the obligation of the Purchaser Collateral Agent on behalf of the Purchasers to remit to the Seller the Deferred Purchase Price. The amount of the Deferred Purchase Price shall be initially computed as of the opening of business of the Collection Collateral Agent on the date of the initial Receivables Purchase hereunder. Thereafter, until the Termination Date, the amount of the Deferred Purchase Price shall be automatically recomputed as of the close of business of the Collection Collateral Agent on each day on which the aggregate Capital hereunder is increased or decreased, on which the ING Capital is increased or decreased under the ING Purchase Agreement or on which any funds are remitted to the Seller in satisfaction thereof under clause (viiix) of SECTION Section 6.11(b) or remitted to ING in satisfaction thereof under clause (ii) of Section 2.04 of the ING Purchase Agreement. From and after the Termination Date until the Combined Collection Date, the Deferred Purchase Price shall be automatically recomputed on each Business Day to reflect any reductions in the amount hereof on account of accrued Yield, Carrying Costs, or other amounts owed by (or paid on behalf of) the Seller under this Receivables Purchase Agreement or any ING Obligations under the ING Purchase Agreement. The Purchased Assets shall become zero at such time as (i) Triple-A the Purchasers shall have recovered the aggregate outstanding Capital and shall have received all other amounts payable to Triple-A the Purchasers and the Managing Agents pursuant to this Triple-A Receivables Purchase AgreementAgreement and the applicable Fee Letters, (ii) ING shall have recovered the aggregate outstanding ING Capital and shall have received all other amounts payable to ING pursuant to the ING Purchase AgreementAgreement and the ING Fee Letter, and (iii) the Seller has received payment of the Deferred Purchase Price. The Purchased Assets and the Deferred Purchase Price shall each remain constant from the time as of which any such computation or recomputation is made until the time as of which the next such recomputation, if any, shall be made. Triple-A The Collateral Agent on behalf of the Purchasers shall, in consideration of the sale of the Purchased Assets, from and after the Combined Collection Date, remit to the Seller with the proceeds of Collections in respect of the Purchased Assets, in satisfaction of the Deferred Purchase Price; PROVIDED that, from and after the date that the Outstanding Balance of the Purchased Receivables is less than or equal to 6.25% of the Outstanding Balance of the Purchased Receivables as of the Termination Date, the Administrative Agent may, in lieu of continuing to make such remittances, by at least three (3) Business Days' prior written notice to the Seller, reassign to the Seller all of Triple-A's the Purchasers’ and ING's ’s right, title and interest in and to the Purchased Assets in full satisfaction of the Deferred Purchase Price. It is expressly understood and agreed that the Deferred Purchase Price shall be payable solely through Collections and other proceeds of the Purchased Assets and that none of Triple-Athe Purchasers, the Managing Agents, ING, the Administrative Agent, the Collateral Agent nor or any Liquidity Bank shall have any personal liability for the payment of the Deferred Purchase Price.

AMOUNT OF PURCHASED ASSETS; DEFERRED PURCHASE PRICE. The consideration for each Receivables Purchase shall consist of the Capital funded under this Agreement, the ING Capital, if any, funded pursuant to the ING Purchase Agreement and the obligation of the Purchaser to remit to the Seller the Deferred Purchase Price. The amount of the Deferred Purchase Price shall be initially computed as of the opening of business of the Collection Agent on the date of the initial Receivables Purchase hereunder. Thereafter, Thereafter until the Termination Date, the amount of the Deferred Purchase Price shall be automatically recomputed as of the close of business of the Collection Agent on each day on which the aggregate Capital hereunder is increased or decreased, on which the ING Capital is increased or decreased under the ING Purchase Agreement or on which any funds are remitted to the Seller in satisfaction thereof under clause (viiiv) of SECTION 6.11(b) or remitted to ING in satisfaction thereof under clause (ii) of Section 2.04 of the ING Purchase Agreement). From and after the Termination Date until the Combined Collection Date, the Deferred Purchase Price shall be automatically recomputed on each Business Day to reflect any reductions in the amount hereof on account of accrued Yield, Carrying Costs, or other amounts owed by (or paid on behalf of) the Seller under this Agreement or any ING Obligations under the ING Purchase Agreement. The Purchased Assets shall become zero at such time as (i) Triple-A shall have recovered the aggregate outstanding Capital and shall have received all other amounts payable to Triple-A pursuant to this Triple-A Purchase Agreement, (ii) ING shall have recovered the aggregate outstanding ING Capital Agreement and shall have received all other amounts payable to ING pursuant to the ING Purchase Agreement, and (iii) the Seller has received payment of the Deferred Purchase Price. The Purchased Assets and the Deferred Purchase Price shall each remain constant from the time as of which any such computation or recomputation is made until the time as of which the next such recomputation, if any, shall be made. Triple-A shall, in consideration of the sale of the Purchased Assets, from and after the Combined Collection Date, remit to the Seller with the proceeds of Collections in respect of the Purchased Assets, in satisfaction of the Deferred Purchase Price; PROVIDED that, from and after the date that the Outstanding Balance of the Purchased Receivables is less than or equal to 6.2510% of the Outstanding Balance of the Purchased Receivables as of the Termination Date, the Administrative Agent may, in lieu of continuing to make such remittances, by at least three (3) Business Days' prior written notice to the Seller, reassign to the Seller all of Triple-A's and ING's right, title and interest in and to the Purchased Assets in full satisfaction of the Deferred Purchase Price. It is expressly understood and agreed that the Deferred Purchase Price shall be payable solely through Collections and other proceeds of the Purchased Assets and that none of Triple-A, ING, the Administrative Agent, the Collateral Agent nor any Liquidity Bank shall have any personal liability for the payment of the Deferred Purchase Price.