Common use of Collections during the Revolving Period Clause in Contracts

Collections during the Revolving Period. During the Revolving Period, any Collections and/or Deemed Collections received by the Servicer (or from and after the occurrence of the Dominion Date, by the Administrative Agent) shall be held in trust for the payment of any accrued and unpaid Aggregate Unpaids or for a Rollover Advance as provided in this Section (provided that Aggregate Principal shall not be payable during the Revolving Period except to the extent provided in Section 1.3 and Section 1.5 and Collections and/or Deemed Collections shall not be required to be segregated prior to the Dominion Date but instead shall be permitted to be used by the Servicer and its Affiliates in accordance with Section 6.2(c)). On each day during the Revolving Period that is not a Settlement Date, subject to Section 1.4, the last sentence of this Section and Section 4.2, Collections that are not required to be segregated pursuant to Section 6.2(c) shall first be applied to making an Advance such that after giving effect thereto, the outstanding Aggregate Principal is equal to the Aggregate Principal outstanding immediately prior to receipt of such Collections (each such Advance, a “Rollover Advance”). Each Rollover Advance will be presumed to consist of Loans made ratably amongst all Lenders in accordance with their respective Principal outstanding. On each Settlement Date, the Servicer shall deliver to the Administrative Agent that portion of all Collections received (or deemed received) during the related Calculation Period equal to the amounts due and owing pursuant to clauses (i)-(vii) of Section 2.3 for application in accordance therewith (the “Required Amounts”). If on any Settlement Date during the Revolving Period there are insufficient Collections to pay all Required Amounts that are then due and owing under Section 2.3, the next available Collections shall be applied to such payments in accordance with Section 2.3, and no Rollover Advance shall be permitted hereunder until such amounts payable have been paid in full.

Collections during the Revolving Period. During the Revolving Period, any Collections and/or Deemed Collections received by the Servicer (or from and after the occurrence of the Dominion Date, by the Administrative Agent) shall be held in trust for the payment of any accrued and unpaid Aggregate Unpaids or for a Rollover Advance Reinvestment as provided in this Section 2.1 (provided that Aggregate Principal Capital shall not be payable during the Revolving Period except to the extent provided in Section 1.3 and Section 1.5 1.5, and Collections and/or Deemed Collections shall not be required to be segregated prior to the Dominion Date but instead shall be permitted to be used by the Servicer and its Affiliates in accordance with Section 6.2(c)). On each day during the Revolving Period that is not a Settlement Date, subject to Section 1.4, the last sentence of this Section 2.1 and Section 4.2, Collections that are not required to be segregated pursuant to Section 6.2(c) shall first be applied to making an Advance additional Purchases of undivided interests in the Receivables and the associated Related Security, such that after giving effect thereto, the outstanding Aggregate Principal Capital is equal to the Aggregate Principal Capital outstanding immediately prior to receipt of such Collections and the Receivable Interest does not exceed 100% (each such AdvancePurchase, a “Rollover AdvanceReinvestment”). Each Rollover Advance Reinvestment will be presumed to consist of Loans be made ratably amongst all Lenders Purchasers in accordance with their respective Principal outstandingPercentages. On each Settlement Date, the Servicer shall deliver to the Administrative Agent that portion for prompt distribution to each of the Purchasers in accordance with Percentages, all Collections received (or deemed received) during the related Calculation Period (after deducting therefrom its Servicing Fee) equal to the amounts due and owing pursuant to clauses (i)-(vii) first through fourth of Section 2.3 for application in accordance therewith (the “Required Amounts”). If on any Settlement Date during the Revolving Period there are insufficient Collections to pay all Required Amounts that are then due and owing under Section 2.3, the next available Collections shall be applied to such payments in accordance with Section 2.3, and no Rollover Advance Reinvestment shall be permitted hereunder until such amounts payable have been paid in full.

Collections during the Revolving Period. During the Revolving Period, any Collections and/or Deemed Collections received by the Servicer (or from and after the occurrence of the Dominion Date, by the Administrative Agent) shall be held in trust for the payment of any accrued and unpaid Aggregate Unpaids or for a Rollover Advance Reinvestment as provided in this Section 2.1 (provided that Aggregate Principal Capital shall not be payable during the Revolving Period except to the extent provided in Section 1.3 and Section 1.5 1.5, and Collections and/or Deemed Collections shall not be required to be segregated prior to the Dominion Date but instead shall be permitted to be used by the Servicer and its Affiliates in accordance with Section 6.2(c6.2(d)). On each day during the Revolving Period that is not a Settlement Date, subject to Section 1.4, the last sentence of this Section 2.1 and to Section 4.24.3, Collections that are not required to be segregated pursuant to Section 6.2(c6.2(b) shall first be applied to making an Advance additional Purchases of undivided interests in the Receivables and the associated Related Security, such that after giving effect thereto, the outstanding Aggregate Principal Capital is equal to the Aggregate Principal Capital outstanding immediately prior to receipt of such Collections and the Receivable Interest does not exceed 100% (each such AdvancePurchase, a “Rollover AdvanceReinvestment”). Each Rollover Advance Reinvestment will be presumed to consist of Loans made ratably amongst all Lenders the Purchasers in accordance with their respective Principal outstandingPercentages. On each Settlement Date, the Servicer shall deliver to each of the Administrative Agent that portion Purchasers from its Percentage of all Collections received (or deemed received) during the related Calculation Period (after deducting therefrom its Servicing Fee), an amount equal to the aggregate of the amounts due and owing to such Purchaser on such Settlement Date pursuant to clauses (i)-(vii) first through fourth of Section 2.3 for application in accordance therewith (the aggregate of all such amounts for all Purchasers, the “Required Amounts”). If on any Settlement Date during the Revolving Period there are insufficient Collections to pay all Required Amounts that are then due and owing under Section 2.3, the next available Collections shall be applied to such payments in accordance with Section 2.3, and no Rollover Advance Reinvestment shall be permitted made hereunder until such amounts payable have been paid in full.

Collections during the Revolving Period. During (a) On each Business Day during the Revolving Period, any all Collections and/or and Deemed Collections received by the Master Servicer (or from and after the occurrence of the Dominion Date, by the Administrative Agent) shall be held administered in trust for accordance with Section 6.2 and, except to the payment of any extent such Business Day is a Settlement Date and accrued and unpaid Aggregate Unpaids or are then due and owing to the Administrative Agent, for the benefit of the Lenders, such Collections and Deemed Collections shall constitute the proceeds of a Rollover Advance as provided in this Section 2.1(b). (provided that b) Aggregate Principal shall not be payable required to be paid during the Revolving Period except to the extent provided in that (i) an Overadvance exists pursuant to Section 1.3 and Section 1.5 and Collections and/or Deemed Collections shall not be required to be segregated prior to the Dominion Date but instead shall be permitted to be used by the Servicer and its Affiliates 1.3(a) or (ii) an Aggregate Reduction is desired in accordance with Section 6.2(c1.3(b)). . (c) On each day Business Day during the Revolving Period that is not a Settlement DatePeriod, subject to Section 1.4, the last sentence of this Section 2.1(d) and to Section 4.2, Collections that are not required to be segregated used to pay Aggregate Unpaids that are then due and owing (including Aggregate Principal payable pursuant to Section 6.2(c2.1(b)) shall first be applied to making an Advance such that after giving effect thereto, retained by Borrower as the outstanding Aggregate Principal is equal to the Aggregate Principal outstanding immediately prior to receipt proceeds of such Collections (each such Advance, a “Rollover Advance”). Each Rollover Advance will and shall be presumed disbursed to consist TPNA in payment of Loans made ratably amongst all Lenders the Purchase Price for Purchased Receivables under the RSCA in accordance with their respective Principal outstanding. such amounts as Borrower may specify. (d) On each Settlement DateMonthly Payment Date during the Revolving Period, the Servicer shall deliver to the Administrative Agent that portion after deduction of all Master Servicer’s Servicing Fee from Collections received (or deemed received) during the related Calculation Period (or portion thereof) then most recently ended and any fees then due and owing by Borrower to the Independent Director, Master Servicer shall wire transfer to the Administrative Agent’s Account from the Collections received (or deemed received) during such Calculation Period (or portion thereof), an amount equal to the amounts Required Amounts due and owing pursuant to clauses (i)-(vii) on such Monthly Payment Date. Following the Dominion Date, the Administrative Agent shall make distributions of Section 2.3 for application the Servicing Fee and other Required Amounts from the Collections held by it in accordance therewith with this Agreement. (the “Required Amounts”). If e) If, on any Settlement Monthly Payment Date during the Revolving Period Period, there are insufficient Collections to pay all amounts required to be paid pursuant to Section 2.1(b) or Section 2.1(d), as applicable, (i) no Rollover Advance or Incremental Advance shall be made until such amounts have been paid in full, and (ii) Collections to be applied to the Required Amounts shall be applied in the following order of priority: first, to accrued and unpaid Servicing Fees that are then due and owing to Master Servicer for the related Calculation Period if not withheld by Master Servicer prior to turnover of the Collections and to any fees then due and owing to the Independent Director; second, to out-of-pocket expenses (if any) of the Administrative Agent and the Lenders that are then due and owing under Section 2.38.3; third, to accrued and unpaid Interest then due and owing for the related Calculation Period, and any previously accrued Interest for a prior Calculation Period that remains unpaid; and fourth, to all Fees accrued during the Calculation Period (or portion thereof) then most recently ended, plus any previously accrued Fees that remain unpaid. Promptly after its receipt of funds for the benefit of any Lender pursuant to this Section 2.1, the next available Collections Administrative Agent shall be applied promptly forward to each such payments Lender in accordance with Section 2.3, and no Rollover Advance shall be permitted hereunder until the type of funds received such amounts payable have been paid in fullXxxxxx’s ratable share thereof.

Collections during the Revolving Period. During (a) On each Business Day during the Revolving Period, any all Collections and/or and Deemed Collections received by the Master Servicer (or from and after the occurrence of the Dominion Date, by the Administrative Agent) shall be held administered in trust for accordance with Section 6.2 and, except to the payment of any extent such Business Day is a Settlement Date and accrued and unpaid Aggregate Unpaids or for are then due and owing to the Lender, such Collections and Deemed Collections shall constitute the proceeds of a Rollover Advance Loan as provided in this Section 2.1(b). (provided that b) Aggregate Principal shall not be payable required to be paid during the Revolving Period except to the extent provided in that (i) an Overadvance exists pursuant to Section 1.3 and Section 1.5 and Collections and/or Deemed Collections shall not be required to be segregated prior to the Dominion Date but instead shall be permitted to be used by the Servicer and its Affiliates 1.3(a) or (ii) an Aggregate Reduction is desired in accordance with Section 6.2(c1.3(b)). . (c) On each day Business Day during the Revolving Period that is not a Settlement DatePeriod, subject to Section 1.4, the last sentence of this Section 2.1(d) and to Section 4.2, Collections that are not required to be segregated used to pay Aggregate Unpaids that are then due and owing (including Aggregate Principal payable pursuant to Section 6.2(c2.1(b)) shall first be applied retained by the Borrower as the proceeds of a Rollover Loan and shall be disbursed to making an Advance TPNA in payment of the Purchase Price for Purchased Receivables under the RSCA in such that after giving effect thereto, amounts as the outstanding Aggregate Principal is equal to the Aggregate Principal outstanding immediately prior to receipt of such Collections Borrower may specify. (each such Advance, a “Rollover Advance”). Each Rollover Advance will be presumed to consist of Loans made ratably amongst all Lenders in accordance with their respective Principal outstanding. d) On each Settlement DateMonthly Payment Date during the Revolving Period, after deduction of the Servicer shall deliver to the Administrative Agent that portion of all Master Servicer’s Servicing Fee from Collections received (or deemed received) during the related Calculation Period (or portion thereof) then most recently ended and any fees then due and owing by Borrower to the Independent Director, the Master Servicer shall deliver to the Lender from the Collections received (or deemed received) during such Calculation Period (or portion thereof), an amount equal to the amounts Required Amounts due and owing pursuant to clauses (i)-(vii) on such Monthly Payment Date. Following the Dominion Date, the Lender shall make distributions of Section 2.3 for application the Servicing Fee and other Required Amounts from the Collections held by it in accordance therewith with this Agreement. (the “Required Amounts”). If e) If, on any Settlement Monthly Payment Date during the Revolving Period Period, there are insufficient Collections to pay all Required Amounts that are then due and owing under amounts required to be paid pursuant to Section 2.32.1(b) or Section 2.1(d), the next available Collections as applicable, (i) no Rollover Loan or Incremental Loan shall be applied to such payments in accordance with Section 2.3, and no Rollover Advance shall be permitted hereunder made until such amounts payable have been paid in full., and (ii) Collections to be applied to the Required Amounts shall be applied in the following order of priority:

Collections during the Revolving Period. During (a) On each Business Day during the Revolving Period, any all Collections and/or and Deemed Collections received by the Master Servicer (or from and after the occurrence of the Dominion Date, by the Administrative Agent) shall be held administered in trust for accordance with Section 6.2 and, except to the payment of any extent such Business Day is a Settlement Date and accrued and unpaid Aggregate Unpaids or are then due and owing to the Administrative Agent, for the benefit of the Lenders, such Collections and Deemed Collections shall constitute the proceeds of a Rollover Advance as provided in this Section 2.1(b). (provided that b) Aggregate Principal shall not be payable required to be paid during the Revolving Period except to the extent provided in that (i) an Overadvance exists pursuant to Section 1.3 and Section 1.5 and Collections and/or Deemed Collections shall not be required to be segregated prior to the Dominion Date but instead shall be permitted to be used by the Servicer and its Affiliates 1.3(a) or (ii) an Aggregate Reduction is desired in accordance with Section 6.2(c1.3(b)). . (c) On each day Business Day during the Revolving Period that is not a Settlement DatePeriod, subject to Section 1.4, the last sentence of this Section 2.1(d) and to Section 4.2, Collections that are not required to be segregated used to pay Aggregate Unpaids that are then due and owing (including Aggregate Principal payable pursuant to Section 6.2(c2.1(b)) shall first be applied to making an Advance such that after giving effect thereto, retained by Borrower as the outstanding Aggregate Principal is equal to the Aggregate Principal outstanding immediately prior to receipt proceeds of such Collections (each such Advance, a “Rollover Advance”). Each Rollover Advance will and shall be presumed disbursed to consist TPNA in payment of Loans made ratably amongst all Lenders the Purchase Price for Purchased Receivables under the RSCA in accordance with their respective Principal outstanding. such amounts as Borrower may specify. (d) On each Settlement DateMonthly Payment Date during the Revolving Period, the Servicer shall deliver to the Administrative Agent that portion after deduction of all Master Servicer’s Servicing Fee from Collections received (or deemed received) during the related Calculation Period (or portion thereof) then most recently ended and any fees then due and owing by Borrower to the Independent Director, Master Servicer shall wire transfer to the Administrative Agent’s Account from the Collections received (or deemed received) during such Calculation Period (or portion thereof), an amount equal to the amounts Required Amounts due and owing pursuant to clauses (i)-(vii) on such Monthly Payment Date. Following the Dominion Date, the Administrative Agent shall make distributions of Section 2.3 for application the Servicing Fee and other Required Amounts from the Collections held by it in accordance therewith with this Agreement. (the “Required Amounts”). If e) If, on any Settlement Monthly Payment Date during the Revolving Period Period, there are insufficient Collections to pay all amounts required to be paid pursuant to Section 2.1(b) or Section 2.1(d), as applicable, (i) no Rollover Advance or Incremental Advance shall be made until such amounts have been paid in full, and (ii) Collections to be applied to the Required Amounts shall be applied in the following order of priority: first, to accrued and unpaid Servicing Fees that are then due and owing to Master Servicer for the related Calculation Period if not withheld by Master Servicer prior to turnover of the Collections and to any fees then due and owing to the Independent Director; second, to out-of-pocket expenses (if any) of the Administrative Agent and the Lenders that are then due and owing under Section 2.38.3; third, to accrued and unpaid Interest then due and owing for the related Calculation Period, and any previously accrued Interest for a prior Calculation Period that remains unpaid; and fourth, to all Fees accrued during the Calculation Period (or portion thereof) then most recently ended, plus any previously accrued Fees that remain unpaid. Promptly after its receipt of funds for the benefit of any Lender pursuant to this Section 2.1, the next available Collections Administrative Agent shall be applied promptly forward to each such payments Lender in accordance with Section 2.3, and no Rollover Advance shall be permitted hereunder until the type of funds received such amounts payable have been paid in fullLender’s ratable share thereof.