Common use of Collections and Allocations Clause in Contracts

Collections and Allocations. (a) The Servicer will apply or will instruct the Trustee to apply all funds on deposit in the Collection Account as described in this Article IV and in each Supplement. Except as otherwise provided below, the Servicer shall deposit Collections into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of Processing. Subject to the express terms of any Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as TRS or an Affiliate of TRS remains the Servicer and (i) maintains a short-term credit rating (which may be an implied rating) of not less than A-1 by Standard and Poor's and P-1 by Moody's (or such other rating below A-1 or P-1, as the case may be, which is satisfactory to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's and of A-1 by Standard & Poor's (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Rating Agency), or (iii) the Rating Agency Condition will be satisfied despite the Servicer's inability to satisfy the rating requirement specified in clause (i) and for five Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (ii) or (iii), the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentence, but may make a single deposit in the Collection Account in immediately available funds not later than 1:00 P.M., New York City time, on the Transfer Date following the Monthly Period with respect to which such deposit relates. Subject to the first proviso in Section 4.04, but notwithstanding anything else in this Agreement to the contrary, with respect to any Monthly Period, whether the Servicer is required to make deposits of Collections pursuant to the first or the second preceding sentence, (i) the Servicer will only be required to deposit Collections into the Collection Account up to the aggregate amount of Collections required to be deposited into any Series Account or, without duplication, distributed on or prior to the related Distribution Date to Investor Certificateholders or to any Series Enhancer pursuant to the terms of any Supplement or Enhancement Agreement and (ii) if at any time prior to such Distribution Date the amount of Collections deposited or to be deposited in the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily basis, as applicable, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will withdraw such excess from the Collection Account and distribute such excess to the Transferors. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.

Collections and Allocations. (a) The Servicer will apply (or, if the authority of the Servicer has been revoked pursuant to Section 10.01 hereof, the Indenture Trustee, or, if a Successor Servicer has been appointed, the Successor Servicer) shall receive from time to time funds from the Transferor in respect of Receivables and from each applicable Master Trust with respect to the Collateral Certificates pledged to the Trust. Upon receipt of any funds in respect of a Collateral Certificate or will instruct Receivables, unless otherwise specified herein, the Trustee to apply all funds on Servicer shall deposit such amounts in the Collection Account as described in this Article IV and in each Account, which amounts shall be applied by the Collateral Agent, on behalf of the Indenture Trustee, pursuant to the Asset Pool One Supplement. Except as otherwise provided belowbelow in paragraphs (b) and (c), the Servicer shall deposit Collections with respect to Receivables into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of ProcessingProcessing and shall deposit Collections received with respect to Collateral Certificates with respect to any Monthly Period into the Collection Account no later than the First Note Transfer Date in the next succeeding Monthly Period. Subject to In the express terms event of the insolvency of the Servicer, then, immediately upon the occurrence of such event and thereafter, the Servicer shall deposit all Collections into the Collection Account and in no such event shall the Servicer deposit any SupplementCollections thereafter into any account established, but notwithstanding anything else in this Agreement to held or maintained with the contrary, for so Servicer. (b) For as long as TRS or an Affiliate of TRS JPMCB remains the Servicer hereunder and (i) maintains no Servicer Rating Event shall have occurred and be continuing or (ii) JPMCB obtains a guarantee or letter of credit covering risk of collection with respect to its deposit and payment obligations under this Agreement (in form and substance satisfactory to each Note Rating Agency) from a guarantor having a short-term credit rating (which may be an implied rating) of not less than A-1 by Standard at least “F1” from Fitch, “P-1” from ▇▇▇▇▇’▇ and Poor's and P-1 by Moody's “A-1” from S&P (or such other rating below A-1 “F1”, “P-1” or P-1, “A-1,” as the case may be, which is satisfactory acceptable to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's and of A-1 by Standard & Poor's (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's ’s inability to satisfy the rating requirement specified in clause (i) and or (ii) above, or (iv) for five (5) Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (iii) or (iii)ii) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph, but may make a single deposit deposits in an amount equal to the net amount of such deposits and payments which would have been made with respect to Notes to receive payments on the related Payment Dates had the conditions of this sentence not applied, into the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject To the extent that, in accordance with this Section 3.01, the Servicer has retained amounts which would otherwise be required to be deposited into a Collection Account or any Supplemental Bank Account with respect to any Monthly Period, the Servicer shall be required to deposit such amounts in the applicable Collection Account or such Supplemental Bank Account on the related Note Transfer Date to the first proviso in Section 4.04, but notwithstanding extent necessary to make required distributions on the related Payment Date. (c) Notwithstanding anything else in this Agreement to the contrary, unless otherwise specified in the Indenture, the Asset Pool One Supplement or any applicable Indenture Supplement, with respect to any Monthly Period, whether Period for which the Servicer is required to make daily deposits of Collections pursuant to into the first Collection Account or the second preceding sentence, into any Supplemental Bank Account provided for in any Indenture Supplement for any Series: (i) the Servicer will only be required to deposit Collections (other than Recoveries, which will be deposited in accordance with subsection 3.07(a), and the Interchange Amount, which will be deposited in accordance with subsection 3.07(b)) into the Collection Account up or any Supplemental Bank Account no later than the second Business Day following the Date of Processing in an amount equal to the aggregate lesser of: (1) the amount of Collections required to be deposited into the Collection Account or such Supplemental Bank Account on such Business Day pursuant to the terms of the Indenture or any Series Account orIndenture Supplement for any Series, without duplication, and (2) the amount required to be distributed on or prior to the related Distribution Note Transfer Date to Investor Certificateholders the extent necessary to make required distributions on the related Payment Date of: (A) interest and principal due to Holders of the Notes (including Notes held by the Transferor, unless the Transferor is also the Servicer or an Affiliate of the Servicer) provided for in any Indenture Supplement for any Series, (B) the Trust Servicing Fee allocable to the Notes (excluding the amount allocable to the Transferor Interest), but only if the Transferor is not also the Servicer or an Affiliate of the Servicer, (C) the Default Amount (excluding the amount allocable to the Transferor Interest), (D) targeted deposits to any reserve account designated and established pursuant to the Indenture Supplement for any Series, (E) amounts owed under any Supplemental Credit Enhancement or Derivative Agreement, and (F) any other amounts identified in any Indenture Supplement for any Series Enhancer to be paid to Holders of the Notes other than the Transferor, deposited in reserve accounts or other enhancement accounts or paid to third parties from Collections, and any Collections not required to be deposited in the Collection Account shall be deposited in the Excess Funding Account to the extent required pursuant to the terms of the Indenture or any Indenture Supplement or Enhancement Agreement for any Series, and any remaining Collections shall be paid to the Transferor; and (ii1) if at any time prior to such Distribution the related Note Transfer Date the amount of Collections deposited or to be deposited in the any Collection Account with respect to the related Monthly Period exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily basis, as applicable, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will Servicer shall withdraw such excess from the such Collection Account and distribute such excess immediately pay it to the Transferors. Subject Transferor, and (2) if at any time prior to the immediately preceding sentencerelated Note Transfer Date the amount of Collections deposited in any Collection Account with respect to the related Monthly Period is less than the amount required to be deposited pursuant to clause (i) above, the Transferor shall pay to the Servicer, and the Servicer shall deposit into such Collection Account, the amount of the shortfall, but only to the extent of Collections previously paid to the Transferor with respect to such Monthly Period pursuant to this paragraph. (iii) For the avoidance of doubt, to the extent that the exact amount of the required deposits or distributions pursuant to clauses (i)(1) and (i)(2) above are unknown, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated allowed to each Series on the basis make a good faith estimate of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and respective amounts so allocated to any Series will not, except as specified in the related Supplement, be available thereof subject to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be adjustment provisions set forth in the related Supplement or Supplements. clauses (cii)(1) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (iiii)(2) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicerabove.

Collections and Allocations. (a) The Servicer will apply or will pursuant to the terms of the Transfer and Servicing Agreement (or, if the authority of the Servicer has been revoked pursuant to Section 10.01 of the Transfer and Servicing Agreement, the Indenture Trustee, or, if a Successor Servicer has been appointed, the Successor Servicer) shall instruct the Trustee Collateral Agent to apply all funds on deposit in the Collection Account as described in this Article IV III and in each Supplementany Indenture Supplement for any Series. Except as otherwise provided in subsections 3.01(b) and 3.01(c) below, the Servicer pursuant to the terms of Transfer and Servicing Agreement shall deposit Collections with respect to the Asset Pool One Receivables into the Collection Account for Asset Pool One as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of Processing. Processing and shall deposit Collections received with respect to the Asset Pool One Collateral Certificates with respect to any Monthly Period into the Collection Account for Asset Pool One no later than the First Note Transfer Date in the next succeeding Monthly Period. (b) Subject to the express terms of any Indenture Supplement, but notwithstanding anything else in this Asset Pool One Supplement, the Indenture or the Transfer and Servicing Agreement to the contrary, for so as long as TRS or an Affiliate of TRS JPMCB remains the Servicer under the Transfer and Servicing Agreement and (i) maintains a short-term credit rating (which may no Servicer Rating Event shall have occurred and be an implied rating) of not less than A-1 by Standard and Poor's and P-1 by Moody's (continuing or such other rating below A-1 or P-1, as the case may be, which is satisfactory to such Rating Agency), (ii) JPMCB obtains a guarantee or letter of credit covering risk of collection with respect to the Servicer's its deposit and payment obligations hereunder pursuant to a guaranty under the Transfer and Servicing Agreement (in form and substance acceptable satisfactory to each Note Rating Agency provided the Agency) from a guarantor maintains having a short-term credit rating of P-1 by Moody's at least “F1” from Fitch, “P-1” from ▇▇▇▇▇’▇ and of A-1 by Standard & Poor's “A-1” from S&P (or such other rating below P-1 or “F-1”, “P-1” and “A-1, as the case may be, ” which is satisfactory acceptable to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's ’s inability to satisfy the rating requirement specified in clause (i) and or (ii) above, or (iv) for five (5) Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (iii) or (iii)ii) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph, but may make a single deposit deposits in an amount equal to the net amount of such deposits and payments which would have been made with respect to Asset Pool One Notes to receive payments on the related Payment Date had the conditions of this sentence not applied, into the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject To the extent that, in accordance with this subsection 3.01(b), the Servicer has retained amounts which would otherwise be required to be deposited into the Collection Account or any Supplemental Bank Account with respect to any Monthly Period, the Servicer shall be required to deposit such amounts in the Collection Account or such Supplemental Bank Account on the applicable Note Transfer Date to the first proviso extent necessary to make required distributions on the related Payment Date. Notwithstanding anything in Section 4.04this Asset Pool One Supplement to the contrary, unless otherwise specified in the Indenture or any Indenture Supplement, the Servicer need not deposit any amount allocated to be paid to the Transferor pursuant to the Indenture, this Asset Pool One Supplement or any applicable Indenture Supplement into the Collection Account or any Supplemental Bank Account, but notwithstanding shall pay such amounts as collected to the Transferor. (c) Notwithstanding anything else in this Asset Pool One Supplement, the Indenture, the Indenture Supplement thereto or the Transfer and Servicing Agreement to the contrary, with respect to any Monthly Period, whether Period for which the Servicer is required to make daily deposits of Collections pursuant to into the first Collection Account or the second preceding sentence, into any Supplemental Bank Account provided for in any Indenture Supplement for any Series: (i) the Servicer will only be required to deposit Collections (other than Recoveries, which will be deposited in accordance with subsection 3.11(a), and the Interchange Amount, which will be deposited in accordance with subsection 3.11(b)) into the Collection Account up or such Supplemental Bank Account no later than the second Business Day following the Date of Processing in an amount equal to the aggregate lesser of: (1) the amount of Collections required to be deposited into the Collection Account or such Supplemental Bank Account on such Business Day pursuant to the terms of the Indenture, this Asset Pool One Supplement or any Series Account orIndenture Supplement for any Series, without duplication, and (2) the amount required to be distributed on or prior to the related Distribution Note Transfer Date to Investor Certificateholders the extent necessary to make required distributions on the related Payment Date of: (A) interest and principal due to Holders of the Asset Pool One Notes (including Asset Pool One Notes held by the Transferor, unless the Transferor is also the Servicer or an Affiliate of the Servicer) provided for in any Indenture Supplement for any Series, (B) the product of (x) the sum of the floating allocation percentages for each Series of Asset Pool One Notes and (y) the Asset Pool One Servicing Fees due to the Servicer, but only if the Transferor is not also the Servicer or an Affiliate of the Servicer, (C) the product of (x) the sum of the floating allocation percentages for each Series of Asset Pool One Notes and (y) the Asset Pool One Default Amount (excluding the amount allocable to the Transferor Interest), (D) targeted deposits to any reserve account designated and established pursuant to the Indenture Supplement for any Series, (E) amounts owed to applicable Derivative Counterparties, Supplemental Credit Enhancement Providers and Supplemental Liquidity Providers; and (F) any other amounts identified in any Indenture Supplement for any Series Enhancer to be paid to Holders of Asset Pool One Notes other than the Transferor, deposited in reserve accounts or other enhancement accounts or paid to third parties from Collections, and any such Collections not required to be deposited in the Collection Account shall be deposited in the Excess Funding Account to the extent required pursuant to the terms of any the Indenture, this Asset Pool One Supplement or Enhancement Agreement any Indenture Supplement for any Series, and any remaining Collections shall be paid to the Transferor; and (ii1) if at any time prior to such Distribution the related Note Transfer Date the amount of Collections deposited or to be deposited in the Collection Account with respect to the related Monthly Period exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily basis, as applicable, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will Servicer shall withdraw such excess from the Collection Account and distribute such excess immediately pay it to the Transferors. Subject Transferor, and (2) if at any time prior to the immediately preceding sentencerelated Note Transfer Date the amount of Collections deposited in the Collection Account with respect to the related Monthly Period is less than the amount required to be deposited pursuant to clause (i) above, the Transferor shall pay to the Servicer, and the Servicer shall deposit into the Collection Account, the amount of the shortfall, but only to the extent of Collections previously paid to the Transferor with respect to such Monthly Period pursuant to this paragraph. (iii) For the avoidance of doubt, to the extent that the exact amount of the required deposits or distributions pursuant to clauses (i)(A) and (i)(B) above are unknown, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated allowed to each Series on the basis make a good faith estimate of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and respective amounts so allocated to any Series will not, except as specified in the related Supplement, be available thereof subject to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be adjustment provisions set forth in the related Supplement or Supplements. clauses (cii)(A) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (iiii)(B) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicerabove.

Collections and Allocations. (a) The Servicer will apply or will instruct the Trustee to apply all funds on deposit in the Collection Account as described in this Article IV and in each Supplement. Except as otherwise provided below, the Servicer shall deposit Collections into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of Processing. Subject to the express terms of any Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as TRS or an Affiliate of TRS remains the Servicer and (i) maintains a short-term credit rating (which may be an implied rating) of not less than A-1 by Standard and Poor's and P-1 by Moody's (or such other rating below A-1 or P-1, as the case may be, which is satisfactory to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's and of A-1 by Standard & Poor's (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Rating Agency), or (iii) the Rating Agency Condition will be satisfied despite the Servicer's inability to satisfy the rating requirement specified in clause (i) and for five Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (ii) or (iii), the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentence, but may make a single deposit in the Collection Account in immediately available funds not later than 1:00 P.M., New York City time, on the Transfer Date following the Monthly Period with respect to which such deposit relates. Subject to the first proviso in Section 4.04, but notwithstanding anything else in this Agreement to the contrary, with respect to any Monthly Period, whether the Servicer is required to make deposits of Collections pursuant to the first or the second preceding sentence, (i) the Servicer will only be required to deposit Collections into the Collection Account up to the aggregate amount of Collections required to be deposited into any Series Account or, without duplication, distributed on or prior to the related Distribution Date to Investor Certificateholders or to any Series Enhancer pursuant to the terms of any Supplement or Enhancement Agreement and (ii) if at any time prior to such Distribution Date the amount of Collections deposited or to be deposited in the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily or monthly basis, as applicabledirected by the Transferors, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will withdraw such excess from the Collection Account and distribute such excess to the Transferors. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.

Collections and Allocations. (a) The Servicer will apply or will pursuant to the terms of this Agreement (or, if the authority of the Servicer has been revoked pursuant to Section 9.1, the Indenture Trustee, or, if a Successor Servicer has been appointed, the Successor Servicer) shall instruct the Indenture Trustee in writing to apply all funds on deposit in the Collection Account as described in this Article IV III and in each Supplementany Indenture Supplement for any Series of Notes. Except as otherwise provided below, the Servicer pursuant to the terms of this Agreement shall deposit Collections with respect to the Receivables into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the such Date of Processing, and shall deposit Collections received with respect to the Collateral Certificates with respect to any Monthly Period into the Collection Account no later than the First Note Transfer Date in the next succeeding Monthly Period. Subject to the express terms of any Indenture Supplement, but notwithstanding anything else in this Agreement or the Indenture to the contrary, for so as long as TRS or an Affiliate of TRS remains the Servicer under this Agreement and (i) maintains a short-term credit rating (which may be an implied rating) of not less than A-1 "A-1" from Standard & Poor's, "P-1" from ▇▇▇▇▇'▇ and, if rated by Standard and Poor's and P-1 by Moody's Fitch, "F1" from Fitch (or such other rating below A-1 or "A-1," "P-1" or, if rated by Fitch, "F1," as the case may be, which is satisfactory to such Note Rating Agency), (ii) obtains a guarantee or letter of credit covering risk of collection with respect to the Servicer's its deposit and payment obligations hereunder pursuant to a guaranty under this Agreement (in form and substance acceptable satisfactory to each Note Rating Agency provided the Agency) from a guarantor maintains having a short-term credit rating (which may be an implied rating) of P-1 by Moody's and of A-1 by at least "A-1" from Standard & Poor's 's, "P-1" from ▇▇▇▇▇'▇ and, if rated by Fitch, "F1" from Fitch (or such other rating below P-1 or "A-1," "P-1" or, if rated by Fitch, "F1," as the case may be, which is satisfactory to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's inability to satisfy the rating requirement specified in clause (i) above; and for five 30 Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (ii) or (iii)) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph. Rather, but the Servicer may make a single deposit in into the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject to the first proviso in Section 4.04, but notwithstanding Notwithstanding anything else in this Agreement to the contrary, with respect to any Monthly Period, whether the Servicer is required to make daily or monthly deposits of Collections pursuant to the first or the second preceding sentenceCollection Account, (i) the Servicer will only be required to deposit Collections into the Collection Account up to the aggregate amount of Collections required to be deposited into any Series Account or, without duplication, distributed paid in respect of Notes on or prior to the related Distribution Payment Date to Investor Certificateholders or to any Series Enhancer pursuant to the terms of any the applicable Indenture Supplement or Enhancement Agreement and (ii) if at the Servicer need not deposit into the Collection Account any time prior to such Distribution Date the amount of Collections deposited allocated or to be deposited in allocated to the Collection Account exceeds holders of the amount required to be deposited Transferor Interest pursuant to clause (i) above, any Related Agreement and shall pay such amounts to the Servicer, holders of the Transferor Interest on a daily or monthly basis, as applicable, (x) will distribute to directed by the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will withdraw such excess from holders of the Collection Account and distribute such excess to the TransferorsTransferor Interest. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it such Servicing Fee into the Collection Account. Collections shall not be required to be invested in Eligible Investments until such time as they are deposited into the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.

Collections and Allocations. (a) The Servicer will apply or will pursuant to the terms of this Agreement (or, if the authority of the Servicer has been revoked pursuant to Section 9.1, the Indenture Trustee, or, if a Successor Servicer has been appointed, the Successor Servicer) shall instruct the Indenture Trustee in writing to apply all funds on deposit in the Collection Account as described in this Article IV III and in each Supplementany Indenture Supplement for any Series of Notes. Except as otherwise provided below, the Servicer pursuant to the terms of this Agreement shall deposit Collections with respect to the Receivables into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the such Date of Processing, and shall deposit Collections received with respect to the Collateral Certificates with respect to any Monthly Period into the Collection Account no later than the First Note Transfer Date in the next succeeding Monthly Period. Subject to the express terms of any Indenture Supplement, but notwithstanding anything else in this Agreement or the Indenture to the contrary, for so as long as TRS or an Affiliate of TRS remains the Servicer under this Agreement and (i) maintains a short-term credit rating (which may be an implied rating) of not less than A-1 “A-1” from Standard & Poor’s, “P-1” from M▇▇▇▇’▇ and, if rated by Standard and Poor's and P-1 by Moody's Fitch, “F1” from Fitch (or such other rating below A-1 or “A-1,” “P-1” or, if rated by Fitch, “F1,” as the case may be, which is satisfactory to such Note Rating Agency), (ii) obtains a guarantee or letter of credit covering risk of collection with respect to the Servicer's its deposit and payment obligations hereunder pursuant to a guaranty under this Agreement (in form and substance acceptable satisfactory to each Note Rating Agency provided the Agency) from a guarantor maintains having a short-term credit rating (which may be an implied rating) of P-1 by Moody's and of A-1 by at least “A-1” from Standard & Poor's ’s, “P-1” from M▇▇▇▇’▇ and, if rated by Fitch, “F1” from Fitch (or such other rating below P-1 or “A-1,” “P-1” or, if rated by Fitch, “F1,” as the case may be, which is satisfactory to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's ’s inability to satisfy the rating requirement specified in clause (i) above; and for five 30 Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (ii) or (iii)) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph. Rather, but the Servicer may make a single deposit in into the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject to the first proviso in Section 4.04, but notwithstanding Notwithstanding anything else in this Agreement to the contrary, with respect to any Monthly Period, whether the Servicer is required to make daily or monthly deposits of Collections pursuant to the first or the second preceding sentenceCollection Account, (i) the Servicer will only be required to deposit Collections into the Collection Account up to the aggregate amount of Collections required to be deposited into any Series Account or, without duplication, distributed paid in respect of Notes on or prior to the related Distribution Payment Date to Investor Certificateholders or to any Series Enhancer pursuant to the terms of any the applicable Indenture Supplement or Enhancement Agreement and (ii) if at the Servicer need not deposit into the Collection Account any time prior to such Distribution Date the amount of Collections deposited allocated or to be deposited in allocated to the Collection Account exceeds holders of the amount required to be deposited Transferor Interest pursuant to clause (i) above, any Related Agreement and shall pay such amounts to the Servicer, holders of the Transferor Interest on a daily or monthly basis, as applicable, (x) will distribute to directed by the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will withdraw such excess from holders of the Collection Account and distribute such excess to the TransferorsTransferor Interest. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it such Servicing Fee into the Collection Account. Collections shall not be required to be invested in Eligible Investments until such time as they are deposited into the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.

Collections and Allocations. (a) The Servicer will apply or will instruct (or, if the Trustee authority of the Servicer has been revoked pursuant to apply all Section 10.01 hereof, or, if a Successor Servicer has been appointed, the Successor Servicer) shall receive from time to time funds on from the Transferor in respect of Receivables. Upon receipt of any funds in respect of Receivables, unless otherwise specified herein, the Servicer shall deposit such amounts in the Collection Account as described in this Article IV Account, which amounts shall be applied by the Indenture Trustee pursuant to the Indenture and in each Indenture Supplement. Except as otherwise provided below, the Servicer shall deposit Collections with respect to Receivables into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of Processing. Subject to In the express terms event of the insolvency of the Servicer, then, immediately upon the occurrence of such event and thereafter, the Servicer shall deposit all Collections into the Collection Account and in no such event shall the Servicer deposit any SupplementCollections thereafter into any account established, but notwithstanding anything else in this Agreement to held or maintained with the contrary, for so Servicer. For as long as TRS or an Affiliate of TRS WBNA remains the Servicer hereunder and (i) maintains no Servicer Rating Event shall have occurred and be continuing or (ii) WBNA obtains a guarantee or letter of credit covering risk of collection with respect to its deposit and payment obligations under this Agreement (in form and substance satisfactory to each Note Rating Agency) from a guarantor having a short-term credit rating (which may be an implied rating) of not less than A-1 by at least “A-1” from Standard and & Poor's and P-1 by Moody's ’s or “P-1” from ▇▇▇▇▇’▇ or “F1” from Fitch (or such other rating below A-1 “A-1” or “P-1,” or to the extent rated by Fitch, “F1,” as the case may be, which is satisfactory acceptable to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's and of A-1 by Standard & Poor's (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's ’s inability to satisfy the rating requirement specified in clause (i) and or (ii) above, or (iv) for five Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (iii) or (iii)ii) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph, but may make a single deposit deposits in an amount equal to the net amount of such deposits and payments which would have been made with respect to Notes to receive payments on the related Payment Dates had the conditions of this sentence not applied, in the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject To the extent that, in accordance with this Section 3.01, the Servicer has retained amounts which would otherwise be required to the first proviso in Section 4.04, but notwithstanding anything else in this Agreement to the contrary, be deposited into a Collection Account or any Supplemental Bank Account with respect to any Monthly Period, whether the Servicer is required to make deposits of Collections pursuant to the first or the second preceding sentence, (i) the Servicer will only shall be required to deposit Collections into such amounts in the applicable Collection Account up or such applicable Supplemental Bank Account on the related Note Transfer Date to the aggregate amount of Collections extent necessary to make required to be deposited into any Series Account or, without duplication, distributed distributions on or prior to the related Distribution Date to Investor Certificateholders or to any Series Enhancer pursuant to the terms of any Supplement or Enhancement Agreement and (ii) if at any time prior to such Distribution Date the amount of Collections deposited or to be deposited in the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily basis, as applicable, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will withdraw such excess from the Collection Account and distribute such excess to the Transferors. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection AccountPayment Date. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.

Collections and Allocations. (a) The Servicer will apply (or, if the authority of the Servicer has been revoked pursuant to Section 10.01 hereof, the Indenture Trustee, or, if a Successor Servicer has been appointed, the Successor Servicer) shall receive from time to time funds from the Transferor in respect of Receivables and from each applicable Master Trust with respect to the Collateral Certificates pledged to the Trust. Upon receipt of any funds in respect of a Collateral Certificate or will instruct Receivables, unless otherwise specified herein, the Trustee to apply all funds on Servicer shall deposit such amounts in the Collection Account as described in this Article IV and in each Account, which amounts shall be applied by the Collateral Agent, on behalf of the Indenture Trustee, pursuant to the Asset Pool One Supplement. Except as otherwise provided belowbelow in paragraphs (b) and (c), the Servicer shall deposit Collections with respect to Receivables into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of ProcessingProcessing and shall deposit Collections received with respect to Collateral Certificates with respect to any Monthly Period into the Collection Account no later than the First Note Transfer Date in the next succeeding Monthly Period. Subject to In the express terms event of the insolvency of the Servicer, then, immediately upon the occurrence of such event and thereafter, the Servicer shall deposit all Collections into the Collection Account and in no such event shall the Servicer deposit any SupplementCollections thereafter into any account established, but notwithstanding anything else in this Agreement to held or maintained with the contrary, for so Servicer. (b) For as long as TRS or an Affiliate of TRS Chase USA remains the Servicer hereunder and (i) maintains no Servicer Rating Event shall have occurred and be continuing or (ii) Chase USA obtains a guarantee or letter of credit covering risk of collection with respect to its deposit and payment obligations under this Agreement (in form and substance satisfactory to each Note Rating Agency) from a guarantor having a short-term credit rating (which may be an implied rating) of not less than A-1 by at least “A-1” from Standard and & Poor's and P-1 by ’s or “P-1” from Moody's ’s or “F1” from Fitch (or such other rating below A-1 “A-1” or “P-1” or, to the extent rated by Fitch, “F1,” as the case may be, which is satisfactory acceptable to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's and of A-1 by Standard & Poor's (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's ’s inability to satisfy the rating requirement specified in clause (i) and or (ii) above, or (iv) for five Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (iii) or (iii)ii) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph, but may make a single deposit deposits in an amount equal to the net amount of such deposits and payments which would have been made with respect to Notes to receive payments on the related Payment Dates had the conditions of this sentence not applied, into the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject To the extent that, in accordance with this Section 3.01, the Servicer has retained amounts which would otherwise be required to be deposited into a Collection Account or any Supplemental Bank Account with respect to any Monthly Period, the Servicer shall be required to deposit such amounts in the applicable Collection Account or such Supplemental Bank Account on the related Note Transfer Date to the first proviso in Section 4.04, but notwithstanding extent necessary to make required distributions on the related Payment Date. (c) Notwithstanding anything else in this Agreement to the contrary, unless otherwise specified in the Indenture, the Asset Pool One Supplement or any applicable Indenture Supplement, with respect to any Monthly Period, whether Period for which the Servicer is required to make daily deposits of Collections pursuant to into the first Collection Account or the second preceding sentence, into any Supplemental Bank Account provided for in any Indenture Supplement for any Series: (i) the Servicer will only be required to deposit Collections (other than Recoveries, which will be deposited in accordance with subsection 3.07(a), and the Interchange Amount, which will be deposited in accordance with subsection 3.07(b)) into the Collection Account up or any Supplemental Bank Account no later than the second Business Day following the Date of Processing in an amount equal to the aggregate lesser of: (1) the amount of Collections required to be deposited into the Collection Account or such Supplemental Bank Account on such Business Day pursuant to the terms of the Indenture or any Series Account orIndenture Supplement for any Series, without duplication, and (2) the amount required to be distributed on or prior to the related Distribution Note Transfer Date to Investor Certificateholders the extent necessary to make required distributions on the related Payment Date of: (A) interest and principal due to Holders of the Notes (including Notes held by the Transferor, unless the Transferor is also the Servicer or an Affiliate of the Servicer) provided for in any Indenture Supplement for any Series, (B) the Trust Servicing Fee allocable to the Notes (excluding the amount allocable to the Transferor Interest), but only if the Transferor is not also the Servicer or an Affiliate of the Servicer, (C) the Default Amount (excluding the amount allocable to the Transferor Interest), (D) targeted deposits to any reserve account designated and established pursuant to the Indenture Supplement for any Series, (E) amounts owed under any Supplemental Credit Enhancement or Derivative Agreement, and (F) any other amounts identified in any Indenture Supplement for any Series Enhancer to be paid to Holders of the Notes other than the Transferor, deposited in reserve accounts or other enhancement accounts or paid to third parties from Collections, and any Collections not required to be deposited in the Collection Account shall be deposited in the Excess Funding Account to the extent required pursuant to the terms of the Indenture or any Indenture Supplement or Enhancement Agreement for any Series, and any remaining Collections shall be paid to the Transferor; and (ii1) if at any time prior to such Distribution the related Note Transfer Date the amount of Collections deposited or to be deposited in the any Collection Account with respect to the related Monthly Period exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily basis, as applicable, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will Servicer shall withdraw such excess from the such Collection Account and distribute such excess immediately pay it to the Transferors. Subject Transferor, and (2) if at any time prior to the immediately preceding sentencerelated Note Transfer Date the amount of Collections deposited in any Collection Account with respect to the related Monthly Period is less than the amount required to be deposited pursuant to clause (i) above, the Transferor shall pay to the Servicer, and the Servicer shall deposit into such Collection Account, the amount of the shortfall, but only to the extent of Collections previously paid to the Transferor with respect to such Monthly Period pursuant to this paragraph. (iii) For the avoidance of doubt, to the extent that the exact amount of the required deposits or distributions pursuant to clauses (i)(1) and (i)(2) above are unknown, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated allowed to each Series on the basis make a good faith estimate of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and respective amounts so allocated to any Series will not, except as specified in the related Supplement, be available thereof subject to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be adjustment provisions set forth in the related Supplement or Supplements. clauses (cii)(1) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (iiii)(2) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicerabove.

Collections and Allocations. (a) The Servicer will apply or will pursuant to the terms of the Transfer and Servicing Agreement (or, if the authority of the Servicer has been revoked pursuant to Section 10.01 of the Transfer and Servicing Agreement, the Indenture Trustee, or, if a Successor Servicer has been appointed, the Successor Servicer) shall instruct the Trustee Collateral Agent to apply all funds on deposit in the Collection Account as described in this Article IV III and in each Supplementany Indenture Supplement for any Series. Except as otherwise provided in subsections 3.1(b) and 3.1(c) below, the Servicer pursuant to the terms of Transfer and Servicing Agreement shall deposit Collections with respect to the Asset Pool One Receivables into the Collection Account for Asset Pool One as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of Processing. Processing and shall deposit Collections received with respect to the Asset Pool One Collateral Certificates with respect to any Monthly Period into the Collection Account for Asset Pool One no later than the First Note Transfer Date in the next succeeding Monthly Period. (b) Subject to the express terms of any Indenture Supplement, but notwithstanding anything else in this Asset Pool One Supplement, the Indenture or the Transfer and Servicing Agreement to the contrary, for so as long as TRS or an Affiliate of TRS Chase USA remains the Servicer under the Transfer and Servicing Agreement and (i) maintains no Servicer Rating Event shall have occurred and be continuing or (ii) Chase USA obtains a guarantee or letter of credit covering risk of collection with respect to its deposit and payment obligations under the Transfer and Servicing Agreement (in form and substance satisfactory to each Note Rating Agency) from a guarantor having a short-term credit rating (which may be an implied rating) of not less than A-1 by at least “A-1” from Standard and & Poor's and P-1 by Moody's ’s or “P-1” from ▇▇▇▇▇’▇ or “F1” from Fitch (or such other rating below A-1 “A-1” or “P-1” or, to the extent rated by Fitch, “F1,” as the case may be, which is satisfactory acceptable to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's and of A-1 by Standard & Poor's (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's ’s inability to satisfy the rating requirement specified in clause (i) and or (ii) above, or (iv) for five 5 Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (iii) or (iii)ii) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph, but may make a single deposit deposits in an amount equal to the net amount of such deposits and payments which would have been made with respect to Asset Pool One Notes to receive payments on the related Payment Date had the conditions of this sentence not applied, into the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject To the extent that, in accordance with this subsection 3.1(b), the Servicer has retained amounts which would otherwise be required to be deposited into the Collection Account or any Supplemental Bank Account with respect to any Monthly Period, the Servicer shall be required to deposit such amounts in the Collection Account or such Supplemental Bank Account on the applicable Note Transfer Date to the first proviso extent necessary to make required distributions on the related Payment Date. Notwithstanding anything in Section 4.04this Asset Pool One Supplement to the contrary, unless otherwise specified in the Indenture or any Indenture Supplement, the Servicer need not deposit any amount allocated to be paid to any Transferor pursuant to the Indenture, this Asset Pool One Supplement or any applicable Indenture Supplement into the Collection Account or any Supplemental Bank Account, but notwithstanding shall pay such amounts as collected to the applicable Transferor. (c) Notwithstanding anything else in this Asset Pool One Supplement, the Indenture, the Indenture Supplement thereto or the Transfer and Servicing Agreement to the contrary, with respect to any Monthly Period, whether Period for which the Servicer is required to make daily deposits of Collections pursuant to into the first Collection Account or the second preceding sentence, into any Supplemental Bank Account provided for in any Indenture Supplement for any Series: (i) the Servicer will only be required to deposit Collections (other than Recoveries, which will be deposited in accordance with subsection 3.11(a), and the Interchange Amount, which will be deposited in accordance with subsection 3.11(b)) into the Collection Account up or such Supplemental Bank Account no later than the second Business Day following the Date of Processing in an amount equal to the aggregate lesser of: (A) the amount of Collections required to be deposited into the Collection Account or such Supplemental Bank Account on such Business Day pursuant to the terms of the Indenture, this Asset Pool One Supplement or any Series Account orIndenture Supplement for any Series, without duplication, and (B) the amount required to be distributed on or prior to the related Distribution Note Transfer Date to Investor Certificateholders or the extent necessary to make required distributions on the related Payment Date of: (1) interest and principal due to Holders of the Asset Pool One Notes (other than Asset Pool One Notes held by the Transferor for so long as the Transferor is the Servicer) provided for in any Indenture Supplement for any Series, (2) the product of (x) the sum of the floating allocation percentages for each Series of Asset Pool One Notes and (y) the Asset Pool One Servicing Fees due to the Servicer, but only if the Transferor is not also the Servicer, (3) the product of (x) the sum of the floating allocation percentages for each Series of Asset Pool One Notes and (y) the Asset Pool One Default Amount, (4) targeted deposits to any reserve account designated and established pursuant to the Indenture Supplement for any Series, (5) amounts owed to applicable Derivative Counterparties, Supplemental Credit Enhancement Providers and Supplemental Liquidity Providers; and (6) any other amounts identified in any Indenture Supplement for any Series Enhancer to be paid to Holders of Asset Pool One Notes other than the Transferor, deposited in reserve accounts or other enhancement accounts or paid to third parties from Collections, and any such Collections not required to be deposited in the Collection Account shall be deposited in the Excess Funding Account to the extent required pursuant to the terms of any the Indenture, the Asset Pool One Supplement or Enhancement Agreement any Indenture Supplement for any Series, and any remaining Collections shall be paid to the Transferor; and (ii) (A) if at any time prior to such Distribution the related Note Transfer Date the amount of Collections deposited or to be deposited in the Collection Account with respect to the related Monthly Period exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily basis, as applicable, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will Servicer shall withdraw such excess from the Collection Account and distribute such excess immediately pay it to the Transferors. Subject to the immediately preceding sentenceTransferor, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.and

Collections and Allocations. (a) The Servicer will apply or will pursuant to the terms of the Transfer and Servicing Agreement (or, if the authority of the Servicer has been revoked pursuant to Section 10.01 of the Transfer and Servicing Agreement, the Indenture Trustee, or, if a Successor Servicer has been appointed, the Successor Servicer) shall instruct the Trustee Collateral Agent to apply all funds on deposit in the Collection Account as described in this Article IV III (or, with respect to amounts deposited therein pursuant to Section 2.2, in accordance with the provisions of Section 2.2) and in each Supplementany Indenture Supplement for any Series. Except as otherwise provided below, the Servicer pursuant to the terms of Transfer and Servicing Agreement shall deposit Collections with respect to the Asset Pool One Receivables into the Collection Account for Asset Pool One as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of ProcessingProcessing and shall deposit Collections received with respect to the Asset Pool One Collateral Certificates with respect to any Monthly Period into the Collection Account for Asset Pool One no later than the First Note Transfer Date in the next succeeding Monthly Period. Subject to the express terms of any Indenture Supplement, but notwithstanding anything else in this Asset Pool One Supplement, the Indenture or the Transfer and Servicing Agreement to the contrary, for so as long as TRS or an Affiliate of TRS First USA remains the Servicer under the Transfer and Servicing Agreement and (i) maintains no Servicer Rating Event shall have occurred and be continuing or (ii) First USA obtains a guarantee or letter of credit covering risk of collection with respect to its deposit and payment obligations under the Transfer and Servicing Agreement (in form and substance satisfactory to each Note Rating Agency) from a guarantor having a short-term credit rating (which may be an implied rating) of not less than A-1 by at least"A-1" from Standard and & Poor's and P-1 by or "P-1" from Moody's or "F1" from Fitch (or such other rating below A-1 "A-1" or "P-1," or to the extent rated by Fitch, "F1," as the case may be, which is satisfactory acceptable to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's and of A-1 by Standard & Poor's (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Note Rating Agency), or (iii) the Note Rating Agency Condition will be have been satisfied despite the Servicer's inability to satisfy the rating requirement specified in clause (i) and or (ii) above, or (iv) for five 5 Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (iii) or (iii)ii) above, the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentenceparagraph, but may make a single deposit deposits in an amount equal to the net amount of such deposits and payments which would have been made with respect to Asset Pool One Notes to receive payments on the related Payment Date had the conditions of this sentence not applied, in the Collection Account in immediately available funds not later than 1:00 P.M.p.m., New York City time, on the each applicable Note Transfer Date following the Monthly Period with respect to which such deposit relates. Subject To the extent that, in accordance with this Section 3.1, the Servicer has retained amounts which would otherwise be required to be deposited into the first proviso in Section 4.04, but notwithstanding anything else in this Agreement to the contrary, Collection Account or any Supplemental Bank Account with respect to any Monthly Period, whether the Servicer is required to make deposits of Collections pursuant to the first or the second preceding sentence, (i) the Servicer will only shall be required to deposit Collections such amounts in the Collection Account or such Supplemental Bank Account on the applicable Note Transfer Date to the extent necessary to make required distributions on the related Payment Date. Notwithstanding anything in this Asset Pool One Supplement to the contrary, unless otherwise specified in the Indenture or any Indenture Supplement, the Servicer need not deposit any amount allocated to be paid to any Transferor pursuant to the Indenture, this Asset Pool One Supplement or any applicable Indenture Supplement into the Collection Account up or any Supplemental Bank Account, but shall pay such amounts as collected to the aggregate amount of Collections required to be deposited into any Series Account or, without duplication, distributed on or prior to the related Distribution Date to Investor Certificateholders or to any Series Enhancer pursuant to the terms of any Supplement or Enhancement Agreement and (ii) if at any time prior to such Distribution Date the amount of Collections deposited or to be deposited in the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily basis, as applicable, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will withdraw such excess from the Collection Account and distribute such excess to the Transferors. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Accountapplicable Transferor. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' Interest and the Transferors' Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.

Collections and Allocations. (a) The Servicer will apply or will instruct the Trustee to apply all funds on deposit in the Collection Account as described in this Article IV and in each Supplement. Except as otherwise provided below, the Servicer shall deposit Collections into the Collection Account as promptly as possible after the Date of Processing of such Collections, but in no event later than the second Business Day following the Date of Processing. Subject to the express terms of any Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as TRS or an Affiliate of TRS remains the Servicer and (i) maintains a short-term credit rating (which may be an implied rating) of not less than A-1 by Standard and Poor's ’s and P-1 by Moody's ’s (or such other rating below A-1 or P-1, as the case may be, which is satisfactory to such Rating Agency), (ii) obtains a guarantee with respect to the Servicer's ’s deposit and payment obligations hereunder pursuant to a guaranty in form and substance acceptable to each Rating Agency provided the guarantor maintains a short-term credit rating of P-1 by Moody's ’s and of A-1 by Standard & Poor's ’s (or such other rating below P-1 or A-1, as the case may be, which is satisfactory to such Rating Agency), or (iii) the Rating Agency Condition will be satisfied despite the Servicer's ’s inability to satisfy the rating requirement specified in clause (i) and for five Business Days following any reduction of any such rating or failure to satisfy the conditions specified in clause (ii) or (iii), the Servicer need not make the daily deposits of Collections into the Collection Account as provided in the preceding sentence, but may make a single deposit in the Collection Account in immediately available funds not later than 1:00 P.M., New York City time, on the Transfer Date following the Monthly Period with respect to which such deposit relates. Subject to the first proviso in Section 4.04, but notwithstanding anything else in this Agreement to the contrary, with respect to any Monthly Period, whether the Servicer is required to make deposits of Collections pursuant to the first or the second preceding sentence, , (i) the Servicer will only be required to deposit Collections into the Collection Account up to the aggregate amount of Collections required to be deposited into any Series Account or, without duplication, distributed on or prior to the related Distribution Date to Investor Certificateholders or to any Series Enhancer pursuant to the terms of any Supplement or Enhancement Agreement and (ii) if at any time prior to such Distribution Date the amount of Collections deposited or to be deposited in the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer, on a daily or monthly basis, as applicabledirected by the Transferors, (x) will distribute to the Transferors any Collections not required to be so deposited as such Collections are collected or (y) will withdraw such excess from the Collection Account and distribute such excess to the Transferors. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee with respect to a Series and shall not be required to deposit it in the Collection Account. (b) Collections of Finance Charge Receivables, Principal Receivables and Defaulted Receivables will be allocated to each Series on the basis of the Series Allocable Finance Charge Collections of such Series, Series Allocable Principal Collections of such Series and Series Allocable Defaulted Amount of such Series and amounts so allocated to any Series will not, except as specified in the related Supplement, be available to the Investor Certificateholders of any other Series. Allocations of the foregoing amounts between the Certificateholders' ’ Interest and the Transferors' ’ Interest, among the Series and among the Classes in any Series, shall be set forth in the related Supplement or Supplements. (c) RFC III hereby authorizes and instructs the Servicer to remit directly to Centurion Bank, at any time during a Monthly Period, Collections due to be distributed to RFC III as Transferor in an amount equal to the lesser of (i) the amount of such Collections and (ii) the amount then owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement. Any such Collections remitted to Centurion Bank shall be applied to reduce the amount owed by RFC III to Centurion Bank under the Centurion Bank - RFC III Purchase Agreement and the Centurion Bank - RFC III Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (ii) above shall be remitted to RFC III as Transferor in accordance with this Section 4.03. RFC III may rescind or amend this authorization and instruction at any time by written notice delivered to Centurion Bank and the Servicer. RFC IV hereby authorizes and instructs the Servicer to remit directly to FSB, at any time during a Monthly Period, Collections due to be distributed to RFC IV as Transferor in an amount equal to the lesser of (I) the amount of such Collections and (II) the amount then owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement. Any such Collections remitted to FSB shall be applied to reduce the amount owed by RFC IV to FSB under the FSB - RFC IV Purchase Agreement and the FSB - RFC IV Revolving Credit Agreement, and any such Collections in excess of the amount described in clause (II) above shall be remitted to RFC IV as Transferor in accordance with this Section 4.03. RFC IV may rescind or amend this authorization and instruction at any time by written notice delivered to FSB and the Servicer.