Common use of Application of Proceeds; Turnover Provisions Clause in Contracts

Application of Proceeds; Turnover Provisions. All proceeds of Common Collateral (including without limitation any interest earned thereon) resulting from the sale, collection or other disposition of Common Collateral in connection with or resulting from any Enforcement Action, and whether or not pursuant to an Insolvency Proceeding, shall be distributed as follows: first to the Senior Agent for application to the Senior Obligations in accordance with the terms of the Senior Documents, until the Senior Obligations Repayment Date has occurred and thereafter, to the Subordinated Creditors for application to the Subordinated Obligations in accordance with the Subordinated Documents. Until the occurrence of the Senior Obligations Repayment Date, any Common Collateral, including without limitation any such Common Collateral constituting proceeds of such, that may be received by any Subordinated Creditor in violation of this Agreement shall be segregated and held in trust and promptly paid over to the Senior Agent, for the benefit of the Senior Creditors, in the same form as received, with any necessary endorsements, and each Subordinated Creditor hereby authorizes the Senior Agent to make any such endorsements as agent for the Subordinated Creditors (which authorization, being coupled with an interest, is irrevocable).