Common use of Optional Purchase of All Conveyed Assets Clause in Contracts

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer on any Payment Date upon satisfaction of either of the following conditions: (i) as of the last day of the related Collection Period, the Pool Balance has declined to 10% or less of the Cutoff Date Pool Balance; the purchase price for the Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price of the Receivables as of the last day of the related Collection Period, provided, however, that such Optional Purchase Price, together with amounts on deposit in the Reserve Account and the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, plus (y) accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest Period, plus (z) all amounts due to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture Trustee, the Owner Trustee, any Backup Servicer, and the Administrator, all of which amounts shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Agreement, or (b) repayment in full or liquidation of the last of the Receivables.

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer on any Payment Date upon satisfaction of either of the following conditions: (i) as of the last day of the related Collection Period, the Pool Balance has declined to 10% or less of the Cutoff Date Pool Balance; the purchase price for the Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price of the Receivables Pool Balance as of the last day of the related Collection Period plus interest accrued but unpaid through the last day of such Collection Period, provided, however, that such Optional Purchase Priceand, together with amounts on deposit in the Reserve Account fees, expenses and indemnities owed by the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, plus (y) accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest Period, plus (z) all amounts due Issuer to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture TrusteeTrustees, the Owner TrusteeServicer, any [the Backup Servicer, ] and the Administrator, all of which amounts shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, [the Backup Servicer, if any, ] and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Agreement, or (b) repayment in full or liquidation of the last of the Receivables.

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer on any Payment Date upon satisfaction of either of the following conditions: (i) as of the last day of the related Collection Period, the Pool Balance has declined to 10% or less of the Cutoff Date Pool Balance; the purchase price for the Trust Estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price of the Receivables Pool Balance as of the last day of the related Collection Period plus interest accrued but unpaid through the last day of such Collection Period, provided, however, that such Optional Purchase Priceand, together with amounts on deposit in the Reserve Account fees, expenses and indemnities owed by the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, plus (y) accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest Period, plus (z) all amounts due Issuer to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture TrusteeTrustees, the Owner Trustee, any Backup Servicer, the Backup Servicer and the Administrator, all of which amounts shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, Servicer and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Agreement, or (b) repayment in full or liquidation of the last of the Receivables.

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer on any Payment Date upon satisfaction of either of the following conditions: (i) as of the last day of the related Collection Period, the Pool Balance has declined to 10% or less of the Cutoff Date Pool Balance; the purchase price for the Trust Estate trust estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price of the Receivables Pool Balance as of the last day of the related Collection Period plus interest accrued but unpaid through the last day of such Collection Period, provided, however, that such Optional Purchase Priceand, together with amounts on deposit in the Reserve Account fees, expenses and indemnities owed by the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, plus (y) accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest Period, plus (z) all amounts due Issuer to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture TrusteeTrustees, the Owner TrusteeServicer and subservicer(s), any Backup Servicerif any, and the Administrator, all of which amounts shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, Trustee and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Agreement, or (b) repayment in full or liquidation of the last of the Receivables.

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer Issuing Entity on any Payment Date upon satisfaction of either if both of the following conditions: conditions are satisfied: (ia) as of the last day of the related Collection Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cutoff Date Pool Balance; and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through ninth and eleventh of Section 5.06(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The purchase price for the Trust Estate trust estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price Net Pool Balance as of the Receivables as of related Payment Date plus interest accrued but unpaid through the last day of the related Collection Period, provided, however, that such Optional Purchase Price, together with amounts on deposit in the Reserve Account and the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, plus (y) accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest Period, plus (z) all amounts due to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture Trustee, the Owner Trustee, any Backup Servicer, and the Administrator, all of which amounts amount shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction and discharge [End of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Agreement, or (b) repayment in full or liquidation of the last of the Receivables.Article IX]

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate [(other than the Reserve Account) )] from the Issuer Issuing Entity on any Payment Date upon satisfaction of either if both of the following conditions: conditions are satisfied: (ia) as of the last day of the related Collection Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cutoff Date Pool Balance; and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses [first] through [fifth] and [seventh] of Section 5.06(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The purchase price for the Trust Estate trust estate [(other than the Reserve Account) )] (the “Optional Purchase Price”) shall equal the Repurchase Price Net Pool Balance as of the Receivables as of related Payment Date plus interest accrued but unpaid through the last day of the related Collection Period, provided, however, that such Optional Purchase Price, together with amounts on deposit in the Reserve Account and the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, plus (y) accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest Period, plus (z) all amounts due to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture Trustee, the Owner Trustee, any Backup Servicer, and the Administrator, all of which amounts amount shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction [End of Article IX] Sale and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Servicing Agreement, or (b) repayment in full or liquidation of the last of the Receivables.

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer on any Payment Date upon satisfaction of either if both of the following conditions: conditions are satisfied: (ia) as of the last day of the related Collection Period, the Pool Balance has declined to 10% or less of the Cutoff Date Pool Balance; Balance and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through seventh and tenth of Section 5.04(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Note Balance (after giving effect to the payments described in the preceding clause (x)). The purchase price for the Trust Estate trust estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price of the Receivables Pool Balance as of the last day of the related Collection Period, provided, however, that such Optional Purchase Price, together with amounts on deposit in the Reserve Account and the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, Period plus (y) interest accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest last day of such Collection Period, plus (z) all amounts due to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture Trustee, the Owner Trustee, any Backup Servicer, and the Administrator, all of which amounts amount shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Agreement, or (b) repayment in full or liquidation of the last of the Receivables.

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer on any Payment Date upon satisfaction of either of the following conditionsif: (i) both of the following conditions are satisfied: (a) as of the last day of the related Collection Period, the Pool Balance has declined to 10% or less of the Cutoff Date Pool Balance; Balance and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through seventh and tenth of Section 5.04(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Note Balance (after giving effect to the payments described in the preceding clause (x)). The purchase price for the Trust Estate trust estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price of the Receivables Pool Balance as of the last day of the related Collection Period, provided, however, that such Optional Purchase Price, together with amounts on deposit in the Reserve Account and the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, Period plus (y) interest accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest last day of such Collection Period, plus (z) all amounts due to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture Trustee, the Owner Trustee, any Backup Servicer, and the Administrator, all of which amounts amount shall be deposited by the Servicer into the Collection Account on the Redemption Date; or. (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, Trustee and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Agreement, or (b) repayment in full or liquidation of the last of the Receivables.

Optional Purchase of All Conveyed Assets. (a) The Servicer shall have the right at its option (the “Optional Purchase”) to purchase the trust estate (other than the Reserve Account) from the Issuer Issuing Entity on any Payment Date upon satisfaction of either if both of the following conditions: conditions are satisfied: (ia) as of the last day of the related Collection Period, the Net Pool Balance has declined to 10% or less of the Net Pool Balance as of the Cutoff Date Pool Balance; and (b) the sum of the Optional Purchase Price and Available Funds for such Payment Date would be sufficient to pay (x) the amounts required to be paid under clauses first through ninth and eleventh of Section 5.06(a) (assuming that such Payment Date is not a Redemption Date) and (y) the Outstanding Note Balance (after giving effect to the payments described in the preceding clause (x)). The purchase price for the Trust Estate trust estate (other than the Reserve Account) (the “Optional Purchase Price”) shall equal the Repurchase Price Net Pool Balance as of the Receivables as of related Payment Date plus interest accrued but unpaid through the last day of the related Collection Period, provided, however, that such Optional Purchase Price, together with amounts on deposit in the Reserve Account and the Collection Account, must equal or exceed (x) the Note Balance as of such Payment Date, plus (y) accrued but unpaid interest on each class of Notes at the related Interest Rate through the related Interest Period, plus (z) all amounts due to the Servicer in respect of its servicing compensation, any unreimbursed Advances, and any amounts owed to the Indenture Trustee, the Owner Trustee, any Backup Servicer, and the Administrator, all of which amounts amount shall be deposited by the Servicer into the Collection Account on the Redemption Date; or (ii) the sum of the amounts in the Reserve Account and the Available Funds, after the payments under clauses first through seventh and tenth of Section 5.04(a), are sufficient to pay in full the aggregate Note Balance and all accrued and unpaid fees and other expenses due to the Owner Trustee, the Indenture Trustee, the Backup Servicer, if any, and the Administrator under the Basic Documents; on such Payment Date, the Indenture Trustee, upon written direction from the Servicer, shall transfer all amounts on deposit in the Reserve Account to the Collection Account and the Notes shall be redeemed in whole, but not in part. If the Servicer exercises the Optional Purchase, the Notes shall be redeemed and in each case in whole but not in part on the related Payment Date for the Redemption Price. The obligations of the Servicer under this Agreement, except pursuant to Article VII, shall terminate upon the purchase of the Receivables by the Servicer under this Section 9.01(a). (b) Following the satisfaction and discharge of the Indenture and where principal of and interest on the Notes have been Paid In Full, the Owner Trustee will succeed to the rights of the Indenture Trustee pursuant to this Agreement. Notwithstanding the satisfaction [End of Article IX] Sale and discharge of the Indenture and the Paid In Full of the Notes, the Servicer shall continue to perform its obligations under this Agreement until the earlier of (a) exercise by the Servicer of its Optional Purchase right under Section 9.01(a) of this Servicing Agreement, or (b) repayment in full or liquidation of the last of the Receivables.