RPA Deferred Purchase Price. Subject to the application of Collections as RPA Deferred Purchase Price as permitted on each Settlement Date pursuant to Sections 2.2(b), 2.2(c) and 2.6, on each Business Day on and after the Final Payout Date, Servicer, on behalf of Agent and the Purchasers, shall pay to Seller an amount as deferred purchase price (the “RPA Deferred Purchase Price”) equal to the Collections of Receivables then held or thereafter received by Seller (or Servicer on its behalf) less any accrued and unpaid Servicing Fee.
RPA Deferred Purchase Price. In accordance with the terms of this Agreement, the Servicer shall, on behalf of the Collateral Agent, the applicable Administrative Agent, and each Purchaser, be deemed to automatically and immediately pay to the Sellers the RPA Deferred Purchase Price relating to each Receivable Pool from time to time (i) prior to the Final Payout Date, when and to the extent funds are available therefor pursuant to Section 1.3 and (ii) after the Final Payout Date, on each Business Day from Collections received in respect of such Receivable Pool to the extent such Collections exceed the accrued and unpaid Servicing Fee, in each case without further set-off or counterclaim. Any payment of any amount of RPA Deferred Purchase Price shall be deemed to be made by each Purchaser Group according to its Ratable Share of such amount. Collections in respect of a Receivable Pool remitted to the Sellers in payment of the RPA Deferred Purchase Price in respect of a Receivable Pool hereunder shall be allocated among the various Sellers ratably in proportion to the amounts of their respective Eligible Receivables relating to such Receivable Pool funded thereby, as reasonably determined by the Servicer. The Servicer shall maintain such books of account and other records adequate to make, evidence and record such allocations.
RPA Deferred Purchase Price. In accordance with the terms of, and subject to the limitations set forth in, this Agreement, the Collateral Agent (on behalf of the Purchasers in each Purchaser Group) shall pay to the Seller the RPA Deferred Purchase Price relating to the Receivable Pool on each Settlement Date from the related Monthly Collections that are available for allocation therefor (if any) pursuant to Section 3.1(d)(vii). Any payment of any amount of RPA Deferred Purchase Price shall be deemed to be made by each Purchaser Group according to its Proportionate Share of such amount. Any amounts properly distributed to the Seller in accordance with this Section 1.2(g) in respect of the RPA Deferred Purchase Price shall be for the account of the Seller, and may be applied by the Seller for so long as no Event of Termination or Unmatured Event of Termination would be continuing immediately after such application, toward the purchase of additional Receivables and Related Assets or may be distributed to ADT.
RPA Deferred Purchase Price. 6 Seller ............................................................................................................................................... 1
RPA Deferred Purchase Price. IN ACCORDANCE WITH THE TERMS OF, AND SUBJECT TO THE LIMITATIONS SET FORTH IN, THIS AGREEMENT, THE COLLATERAL AGENT (ON BEHALF OF THE PURCHASERS IN EACH PURCHASER GROUP) SHALL PAY TO THE SELLER THE RPA DEFERRED PURCHASE PRICE RELATING TO THE RECEIVABLE POOL ON EACH SETTLEMENT DATE FROM THE RELATED MONTHLY COLLECTIONS THAT ARE AVAILABLE FOR ALLOCATION THEREFOR (IF ANY) PURSUANT TO SECTION 3.1(D)(VII). ANY PAYMENT OF ANY AMOUNT OF RPA DEFERRED PURCHASE PRICE SHALL BE DEEMED TO BE MADE BY EACH PURCHASER GROUP ACCORDING TO ITS PROPORTIONATE SHARE OF SUCH AMOUNT. ANY AMOUNTS PROPERLY DISTRIBUTED TO THE SELLER IN ACCORDANCE WITH THIS SECTION 1.2(G) IN RESPECT OF THE RPA DEFERRED PURCHASE PRICE SHALL BE FOR THE ACCOUNT OF THE SELLER, AND MAY BE APPLIED BY THE SELLER FOR SO LONG AS NO EVENT OF TERMINATION OR UNMATURED EVENT OF TERMINATION WOULD BE CONTINUING IMMEDIATELY AFTER SUCH APPLICATION, TOWARD THE PURCHASE OF ADDITIONAL RECEIVABLES AND RELATED ASSETS OR MAY BE DISTRIBUTED TO ADT.
