Sprint - Nextel 2015 Annual Report Download - page 234

“ Rent Dilution ” means a Dilution in respect of a scheduled Customer Receivable.
“ Rent Payment Shortfall ” means, as of any date of determination, the sum of all accrued and unpaid Rental Payments as of
such date.
“ Required Intercreditor Provision ” shall have the meaning provided in the MLS Intercreditor Agreement.
“ Senior Loan Lenders ” shall have the meaning provided in the Servicing Agreement.
“ Servicer Report ” shall have the meaning provided in the Servicing Agreement.
“ Sprint Net Sale Proceeds ” means, with respect to (i) a Device sold by the Buyer (or its Nominated Agent) to any Originator
under the Device Repurchase Agreement, the Device Sale Proceeds for such Device less the Originator Device Fee less, to the extent
not included in the Originator Device Fee, Delivery Costs and sales and transfer Taxes (not including any Income Taxes), if any,
payable with respect to such transfer incurred in connection with such sale, (ii) a Device for which any Lessee has made payment
under Section 2.11(c) of the Master Lease Agreement, the amount paid under Section 2.11(c)(ii) of the Master Lease Agreement or
(iii) a Device for which the Servicer has made payment under Section 5.2 of the Servicing Agreement, without duplication of any
amounts in clause (ii), the amount paid under Section 5.2(ii) of the Servicing Agreement.
“ Supplemental Fixed Amount ” shall have the meaning provided in the Forward Purchase Agreement.
“ Support Services Agreement ” shall have the meaning provided in the Servicing Agreement.
“ Transfer ” shall have the meaning provided in Section 7.1(b) of this Agreement.
SECTION 1.2 Other Interpretive Matters . The interpretation of this Agreement, unless otherwise specified, is subject to
Section 1.2 of the Master Lease Agreement.
ARTICLE II
AGREEMENT TO PURCHASE AND SELL
SECTION 2.1 Purchase and Sale . On the Lease Closing Date, each Lessee, severally and for itself, sold to the Buyer,
and, in consideration of the payment of the Purchase Price in accordance with Section 2.3, the Buyer purchased from the relevant
Lessee, all of such Lessee’s right, title and interest in, to and under (a) each Lease Closing Date Device and (b) the Customer Lease-
End Rights and Obligations under each Related Customer Lease.
SECTION 2.2 Assignment and Assumption of Customer Lease-End Rights and Obligations . For the purposes of this
Agreement, (x) all sales of contractual and other rights of Lessees in connection with Devices and Related Customer Leases shall be
deemed to be absolute and irrevocable assignments thereof and (y) all purchases of contractual obligations by the Buyer
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