Application of Proceeds of Common Collateral Sample Clauses

Application of Proceeds of Common Collateral. Dispositions And Releases Of Common Collateral; Inspection and Insurance.
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Application of Proceeds of Common Collateral. The ABL Collateral Agent and the New First Lien Collateral Agent hereby agree that all Common Collateral and all Proceeds thereof, received by any of them in connection with any Exercise of Secured Creditor Remedies with respect to the Common Collateral shall be applied, first, to the payment of costs and expenses of the ABL Collateral Agent in connection with such Exercise of Secured Creditor Remedies, and second, to the payment of the ABL Obligations in accordance with the ABL Documents until the Discharge of ABL Obligations shall have occurred.
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Application of Proceeds of Common Collateral. The Senior Representative and Junior Representative, each hereby agree that all Common Collateral, and all Proceeds thereof, received by either of them in connection with the collection, sale or disposition of Common Collateral in an Enforcement Action shall be applied, first, (a) with respect to any Common Collateral or Proceeds thereof, to the payment of costs and expenses (including reasonable attorneys’ fees and expenses and court costs) of the Senior Representative in connection with such Enforcement Action, or (to the extent such Enforcement Action was taken in conformity with this Agreement by the Junior Representative in lieu of the Senior Representative), of the Junior Representative, in connection with such Enforcement Action (provided that the Junior Representative can provide reasonably satisfactory evidence of its costs and expenses incurred in connection therewith); next, (b) solely with respect to Revolving Credit Priority Collateral and Proceeds thereof; first, to the payment of Revolving Credit Obligations until the Revolving Credit Obligations Payment Date; second, to the payment of Term Loan Obligations until the Term Loan Obligations Payment Date; third, to the payment of Excess Revolving Credit Obligations until the Excess Revolving Credit Obligations Payment Date; fourth, to the payment of Excess Term Loan Obligations until the Excess Term Loan Obligations Payment Date and fifth, the balance, if any, to the Loan Parties or to whosoever may be lawfully entitled to receive the same or as a court of competent jurisdiction may direct; and next, (c) solely with respect to Term Loan Priority Collateral and Proceeds thereof: first, to the payment of Term Loan Obligations until the Term Loan Obligations Payment Date; second, to the payment of Revolving Credit Obligations until the Revolving Credit Obligations Payment Date; third, to the payment of Excess Term Loan Obligations until the Excess Term Loan Obligations Payment Date; fourth, to the payment of Excess Revolving Credit Obligations until the Excess Revolving Credit Obligations Payment Date; and fifth, the balance, if any, to the Loan Parties or to whosoever may be lawfully entitled to receive the same or as a court of competent jurisdiction may direct.
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Application of Proceeds of Common Collateral. All proceeds of Common Collateral received by the First Lien Collateral Agent (including, without limitation, any interest earned thereon) resulting from the sale, collection or other Disposition of Common Collateral in connection with any demand for payment or acceleration thereof, the exercise of any rights or remedies with respect to any Common Collateral securing the First Lien Obligations and the Second Lien Obligations or the commencement or prosecution of enforcement of any of the rights and remedies under, as applicable, the Laurus Security Agreement, the Ancillary Agreements, the MDS Security Agreement or the MDS Notes, or applicable Law, including without limitation the exercise of any rights of set-off or recoupment, and the exercise of any rights or remedies of
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Application of Proceeds of Common Collateral. Each Senior Representative, on behalf of itself and each applicable Senior Holder, and each Junior Collateral Agent, on behalf of itself and each applicable Junior Holder, hereby agrees that the Common Collateral or the Proceeds thereof, regardless of source or form, received in connection with the sale or other disposition of, or collection on, such Common Collateral upon the Exercise of Any Secured Creditor Remedies (during an Insolvency or Liquidation Proceeding or otherwise) or in connection with any distribution on account of the Common Collateral, or any claim secured thereby, in an Insolvency or Liquidation Proceeding, shall be applied by the Senior Collateral Agent (and after the Discharge of the Senior Obligations, by the Junior Collateral Agent), subject to the terms of the ABL/Term Loan/Notes Intercreditor Agreement, as follows: first, to the payment of any unpaid fees and expenses, and any indemnity claims, of the Senior Collateral Agent then due and owing under this Agreement or under any Senior Document or Junior Document; second, subject to Section 5.2 below, to the payment of each Class of Senior Obligations secured by such Common Collateral in accordance with the Senior Documents in respect thereof until the Discharge of the Senior Obligations has occurred; provided, that any payments pursuant to this clause “second” shall be made ratably to the payment of the Senior Obligations based on the aggregate principal amount of each such Class of Senior Obligations outstanding at such time; third, to the payment of the Junior Obligations secured by such Common Collateral in accordance with the Junior Documents in respect thereof until a Discharge of the Junior Obligations has occurred; provided, that any payments pursuant to this clause “third” shall be made ratably to the payment of the Junior Obligations based on the aggregate principal amount of each such Class of Junior Obligations outstanding at such time; and fourth, the balance, if any, to the Grantors or to whosoever may be lawfully entitled to receive the same or as a court of competent jurisdiction may direct.
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Application of Proceeds of Common Collateral. The First Lien Collateral Agent and each Subordinated Lien Collateral Agent hereby agree that all Common Collateral and all Proceeds thereof, received by any of them in connection with any Exercise of Secured Creditor Remedies with respect to the Common Collateral shall be applied, first, to the payment of costs and expenses of the First Lien Collateral Agent in connection with such Exercise of Secured Creditor Remedies, and second, to the payment of the First Lien Obligations in accordance with the First Lien Documents until the Discharge of First Lien Obligations shall have occurred.
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Application of Proceeds of Common Collateral. Each Secured Party hereby agrees that all Common Collateral, and all proceeds thereof, received by any Secured Party in connection with any exercise of remedies as a secured creditor in respect of Common Collateral, or pursuant to a sale, transfer or other disposition pursuant to Section 5.1(i)(b) below, shall be applied: first, to the payment of costs and expenses of the First-Lien Agent in connection with its exercise of remedies as a secured creditor; second, to the payment of the First-Lien Obligations in accordance with the First-Lien Documents until the Discharge of First-Lien Obligations has occurred; third, to the payment of the Second-Lien Obligations in accordance with the Second-Lien Documents until the Discharge of Second-Lien Obligations has occurred; and fourth, the balance, if any, to the owner of the subject property, such other person as may be entitled thereto or as a court of competent jurisdiction may otherwise direct.
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Application of Proceeds of Common Collateral. Subject to Section 2.1(e), all cash proceeds received by either DIP Agent in respect of any exercise of Default Remedies with respect to all or any part of the Common Collateral shall promptly be applied to the Secured Obligations in accordance with the following order of priority:
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Related to Application of Proceeds of Common Collateral

  • Application of Proceeds of Collateral Notwithstanding anything to the contrary in this Agreement, in the case of any Event of Default under Section 9.1(i), immediately following the occurrence thereof, and in the case of any other Event of Default, upon the termination of the Revolving Credit Aggregate Commitment, the acceleration of any Indebtedness arising under this Agreement and/or the exercise of any other remedy in each case by the requisite Lenders under Section 9.2 hereof, the Agent shall apply the proceeds of any Collateral, together with any offsets, voluntary payments by any Credit Party or others and any other sums received or collected in respect of the Indebtedness first, to pay all incurred and unpaid fees and expenses of the Agent under the Loan Documents and any protective advances made by Agent with respect to the Collateral under or pursuant to the terms of any Loan Document, next, to pay any fees and expenses owed to the Issuing Lender hereunder, next, to the Indebtedness under the Revolving Credit (including the Swing Line and any Reimbursement Obligations), any obligations owing by any Credit party under any Hedging Agreements or in connection with any Lender Products on a pro rata basis, next, to any other Indebtedness on a pro rata basis, and then, if there is any excess, to the Credit Parties or as otherwise required under applicable law, as the case may be.

  • Application of Proceeds of Sale The proceeds of any sale of Collateral pursuant to Section 6, as well as any Collateral consisting of cash, shall be applied by the Collateral Agent as follows: FIRST, to the payment of all costs and expenses incurred by the Collateral Agent in connection with such sale or otherwise in connection with this Agreement, any other Loan Document or any of the Obligations, including all court costs and the reasonable fees and expenses of its agents and legal counsel, the repayment of all advances made by the Collateral Agent hereunder or under any other Loan Document on behalf of any Pledgor and any other costs or expenses incurred in connection with the exercise of any right or remedy hereunder or under any other Loan Document; SECOND, to the payment in full of the Obligations (the amounts so applied to be distributed among the Secured Parties pro rata in accordance with the amounts of the Obligations owed to them on the date of any such distribution); and THIRD, to the Pledgors, their successors or assigns, or as a court of competent jurisdiction may otherwise direct. The Collateral Agent shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Agreement. Upon any sale of the Collateral by the Collateral Agent (including pursuant to a power of sale granted by statute or under a judicial proceeding), the receipt of the purchase money by the Collateral Agent or of the officer making the sale shall be a sufficient discharge to the purchaser or purchasers of the Collateral so sold and such purchaser or purchasers shall not be obligated to see to the application of any part of the purchase money paid over to the Collateral Agent or such officer or be answerable in any way for the misapplication thereof.

  • Application of Collateral The proceeds of any sale, or other realization (other than that received from a sale or other realization permitted by the Credit Agreement) upon all or any part of the Pledged Collateral pledged by the Pledgors shall be applied by the Secured Party as set forth in Section 7.06 of the Credit Agreement.

  • Application of Proceeds Subject to the terms of any First Lien Intercreditor Agreement and any Second Lien Intercreditor Agreement, any amount received by the Administrative Agent or the Collateral Agent from any Credit Party (or from proceeds of any Collateral) following any acceleration of the Obligations under this Agreement or any Event of Default with respect to the Borrower under Section 11.4 shall be applied: (i) first, to the payment of all reasonable and documented costs and expenses incurred by the Administrative Agent or the Collateral Agent in connection with any collection or sale of the Collateral or otherwise in connection with any Credit Document, including all court costs and the reasonable fees and expenses of its agents and legal counsel, the repayment of all advances made by the Administrative Agent or the Collateral Agent hereunder or under any other Credit Document on behalf of any Credit Party and any other reasonable and documented costs or expenses incurred in connection with the exercise of any right or remedy hereunder or under any other Credit Document to the extent reimbursable hereunder or thereunder; (ii) second, to the Secured Parties, an amount (x) equal to all Obligations owing to them on the date of any distribution and (y) sufficient to Cash Collateralize all L/C Obligations on the date of any distribution, and, if such moneys shall be insufficient to pay such amounts in full and Cash Collateralize all L/C Obligations, then ratably (without priority of any one over any other) to such Secured Parties in proportion to the unpaid amounts thereof and to Cash Collateralize the L/C Obligations; and (iii) third, any surplus then remaining shall be paid to the applicable Credit Parties or their successors or assigns or to whomsoever may be lawfully entitled to receive the same or as a court of competent jurisdiction may direct; provided that any amount applied to Cash Collateralize any L/C Obligations that has not been applied to reimburse the Borrower for Unpaid Drawings under the applicable Letters of Credit at the time of expiration of all such Letters of Credit shall be applied by the Administrative Agent in the order specified in clauses (i) through (iii) above. Notwithstanding the foregoing, amounts received from any Guarantor that is not an “Eligible Contract Participant” (as defined in the Commodity Exchange Act) shall not be applied to its Obligations that are Excluded Swap Obligations.

  • Proceeds of Collateral Borrowers shall request in writing and otherwise take all necessary steps to ensure that all payments on Accounts or otherwise relating to Collateral are made directly to a Dominion Account (or a lockbox relating to a Dominion Account). If any Borrower or Subsidiary receives cash or Payment Items with respect to any Collateral, it shall hold same in trust for Agent and promptly (not later than the next Business Day) deposit same into a Dominion Account.