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 First Lien Agent for application to the First Lien Obligations in accordance with the terms of the First Lien Documents, until the First Lien Obligations Payment Date has occurred, and thereafter, to the Second Lien Agent for application in accordance with the Second Lien Documents. Until the occurrence of the First Lien Obligations Payment Date, any Common Collateral, including without limitation any such Common Collateral constituting proceeds, that may be received by any Second Lien Secured Party in violation of this Agreement shall be segregated and held in trust and promptly paid over to the Collateral Agent or the First Lien Agent, for the benefit of the First Lien Secured Parties, in the same form as received, with any necessary endorsements, and each Second Lien Secured Party hereby authorizes the Collateral Agent and the First Lien Agent to make any such endorsements as agent for the Second Lien Agent (which authorization, being coupled with an interest, is irrevocable).

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 ActionAction with respect to the Collateral, and whether or not pursuant to an Insolvency Proceeding, shall be distributed as follows: first to the First Lien Agent for application to the First Lien Obligations in accordance with the terms of the First Lien Documents, until the First Lien Obligations Payment Discharge Date has occurred, and thereafter, to the Second Lien Agent Trustee for application in accordance with the Second Lien Documents. Until the occurrence of the First Lien Obligations Payment Discharge Date, any Common Collateral, including without limitation any such Common Collateral constituting proceeds, that may be received by any Second Lien Secured Party Creditor in violation of this Agreement shall be segregated and held in trust and promptly paid over to the Collateral Agent or the First Lien Agent, for the benefit of the First Lien Secured PartiesCreditors, in the same form as received, with any necessary endorsements, and each Second Lien Secured Party Creditor hereby authorizes the Collateral Agent and the First Lien Agent to make any such endorsements as agent for the Second Lien Agent Trustee (which authorization, being coupled with an interest, is irrevocable).