Common use of Principal Income Clause in Contracts

Principal Income. Sellers shall cause (1) all Principal Income in respect of the Purchased Assets and (2) 100% of all Net Proceeds in respect of Permitted Dispositions of Purchased Assets, in each case, to be deposited directly in the Depository Account. Such Principal Income shall be applied within one (1) Business Day following receipt by Buyer as follows: (i) first, pro rata, (A) to remit to Buyer an amount equal to the Price Differential which has accreted and is outstanding in respect of all of the Purchased Assets and (B) solely with respect to any Hedging Transaction with an Affiliated Hedge Counterparty related to such Purchased Asset, to such Affiliated Hedge Counterparty an amount equal to any accrued and unpaid amounts due to such Affiliated Hedge Counterparty under such Hedging Transaction related to such Purchased Asset, (ii) second, to make a payment to Buyer on account of any other amounts (other than Repurchase Price) due and payable to Buyer under the Agreement and the other Transaction Documents, (iii) third, to make a payment to Buyer on account of the Repurchase Price of the Purchased Assets in respect of which such Principal Income is received, until the Repurchase Price for each such Purchased Asset has been reduced to zero, (iv) fourth, to make a payment to Buyer on account of the Repurchase Price of all other Purchased Assets until the Repurchase Price for such other Purchased Assets has been reduced to zero, each such payment to be allocated in Buyer’s sole discretion among those Purchased Assets with respect to which the Repurchase Price has not been reduced to zero; (v) fifth, to make a payment to JPMCB on account of the Repurchase Price of all other Purchased Assets related to the JPMCB Repurchase Agreement until the Repurchase Price for such Purchased Assets has been reduced to zero, each such payment to be allocated in JPMCB’s sole discretion; and (vi) sixth, to remit to the applicable Seller the remainder.

Principal Income. Sellers shall cause (1) all Principal Income in respect of the Purchased Assets and (2) 100% of all Net Proceeds in respect of Permitted Dispositions of Purchased Assets, in each case, to be deposited directly in the Depository Account. Such Principal Income shall be applied within one (1) Business Day following receipt by Buyer as follows: (i) first, pro rata, (A) to remit to Buyer an amount equal to the Price Differential which has accreted and is outstanding in respect of all of the Purchased Assets and (B) solely with respect to any Hedging Transaction with an Affiliated Hedge Counterparty related to such Purchased Asset, to such Affiliated Hedge Counterparty an amount equal to any accrued and unpaid amounts due to such Affiliated Hedge Counterparty under such Hedging Transaction related to such Purchased Asset, (ii) second, to make a payment to Buyer on account of any other amounts (other than Repurchase Price) due and payable to Buyer under the Agreement and the other Transaction Documents, (iii) third, to make a payment to Buyer on account of the Repurchase Price of the Purchased Assets in respect of which such Principal Income is received, until the Repurchase Price for each such Purchased Asset has been reduced to zero, (iv) fourth, to make a payment to Buyer on account of the Repurchase Price of all other Purchased Assets until the Repurchase Price for such other Purchased Assets has been reduced to zero, each such payment to be allocated in Buyer’s sole discretion among those Purchased Assets with respect to which the Repurchase Price has not been reduced to zero; (v) fifth, to make a payment to JPMCB JPMCF on account of the Repurchase Price of all other Purchased Assets related to the JPMCB JPMCF Repurchase Agreement until the Repurchase Price for such Purchased Assets has been reduced to zero, each such payment to be allocated in JPMCBJPMCF’s sole discretion; and (vi) sixth, to remit to the applicable Seller the remainder.