Post-Default Allocation for US Obligations Clause Samples
Post-Default Allocation for US Obligations. Notwithstanding anything in any Loan Document to the contrary, during an Event of Default, monies to be applied to the U.S. Obligations, whether arising from payments by U.S. Obligors, realization on U.S. Collateral, setoff or otherwise, shall be allocated, in each case, in respect of the U.S. Obligations, as follows:
(a) first, to all fees, indemnification, costs and expenses, including Extraordinary Expenses, owing to Agent;
(b) second, to all amounts owing to Agent on U.S. Swingline Loans, U.S. Protective Advances, and U.S. Revolver Loans and participations that a Defaulting Lender has failed to settle or fund;
(c) third, to all amounts owing to Issuing Bank with respect to the issuance of Letters of Credit to, or at the request of, U.S. Borrowers;
(d) fourth, to all U.S. Obligations (other than Secured Bank Product Obligations) constituting fees, indemnification, costs or expenses owing to Lenders;
(e) fifth, to all U.S. Obligations (other than Secured Bank Product Obligations) constituting interest;
(f) sixth, to Cash Collateralize all U.S. LC Obligations;
(g) seventh, to all U.S. Revolver Loans, and to Secured Bank Product Obligations arising under Hedge Agreements (including Cash Collateralization thereof) up to the amount of Reserves existing therefor;
(h) eighth, to all other Secured Bank Product Obligations of the U.S. Obligors;
(i) ninth, to all Guaranteed Obligations; and
(j) last, to all remaining U.S. Obligations. Amounts shall be applied to payment of each category of U.S. Obligations only after Full Payment of amounts payable from time to time under all preceding categories. If amounts are insufficient to satisfy a category, they shall be paid ratably among outstanding U.S. Obligations in the category. Monies and proceeds obtained from an Obligor shall not be applied to its Excluded Swap Obligations, but appropriate adjustments shall be made with respect to amounts obtained from other Obligors to preserve the allocations in any applicable category. Agent shall have no obligation to calculate the amount of any Secured Bank Product Obligation and may request a reasonably detailed calculation thereof from a Secured Bank Product Provider. If the provider fails to deliver the calculation within five days following request, Agent may assume the amount is zero. The allocations set forth in Sections 5.7.2 and 5.7.3 are solely to determine the rights and priorities among Secured Parties, and may be changed by agreement of the affected Secured Partie...
Post-Default Allocation for US Obligations. Notwithstanding anything in any Loan Document to the contrary, during an Event of Default under Section 12.1(j), or during any other Event of Default at the discretion of Agent or Required Lenders, monies to be applied to the US Obligations, whether arising from payments by US Obligors, realization on US Collateral, setoff or otherwise, shall be allocated as follows:
(a) FIRST, to all fees, indemnification, costs and expenses, including Extraordinary Expenses, owing to Agent;
(b) SECOND, to all other amounts owing to Agent, US Swingline Loans, US Protective Advances, and US Revolver Loans and participations in the foregoing that a Defaulting Lender has failed to settle or fund;
(c) THIRD, to all amounts owing to Issuing Bank in respect of US LC Obligations;
(d) FOURTH, to all US Obligations (other than Secured Bank Product Obligations) constituting fees, indemnification, costs or expenses owing to US Lenders;
(e) FIFTH, to all US Obligations (other than Secured Bank Product Obligations) constituting interest;
(f) SIXTH, to Cash Collateralize all US LC Obligations;
(g) SEVENTH, to all US Revolver Loans, and to US Obligations consisting of Secured Bank Product Obligations arising under Hedging Agreements (including Cash Collateralization thereof) up to the amount of Reserves existing therefor;
Post-Default Allocation for US Obligations. Notwithstanding anything in any Loan Document to the contrary, during an Event of Default, monies to be applied to the US Obligations, whether arising from payments by US Obligors, realization on US Collateral, setoff or otherwise, shall be allocated as follows:
Post-Default Allocation for US Obligations. Notwithstanding anything in any Loan Document (subject to the Intercreditor Agreement) to the contrary, during an Event of Default under Section 11.1(j), or during any other Event of Default at the discretion of Agent or U.S. Required Lenders, monies to be applied to the U.S. Obligations, whether arising from payments by Obligors, realization on U.S. Collateral, setoff or otherwise, shall be allocated as follows:
(i) FIRST, to all fees, indemnification, costs and expenses, including Extraordinary Expenses, owing to Agent;
(ii) SECOND, to all amounts owing to Agent, including U.S. Swingline Loans, U.S. Protective Advances, and U.S. Revolver Loans and participations that a Defaulting Lender has failed to settle or fund;
(iii) THIRD, to all amounts owing to Issuing Bank;
(iv) FOURTH, to all U.S. Obligations (other than U.S. Secured Bank Product Obligations and U.S. Obligations of any U.S. FILO Loans) constituting fees, indemnification, costs or expenses owing to U.S. Lenders;
(v) FIFTH, to all U.S. Obligations (other than U.S. Secured Bank Product Obligations and U.S. Obligations of any U.S. FILO Loans) constituting interest;
(vi) SIXTH, to Cash Collateralize all U.S. LC Obligations;
(vii) SEVENTH, to all U.S. Revolver Loans (other than U.S. FILO Loans), and to U.S. Secured Bank Product Obligations arising under Hedge Agreements (including Cash Collateralization thereof) up to the amount of U.S. Bank Product Reserve existing therefor;
(viii) EIGHTH, to the U.S. Obligations of all U.S. FILO Loans constituting fees, indemnification, costs or expenses owing to U.S. Lenders;
(ix) NINTH, to the U.S. Obligations of all U.S. FILO Loans constituting interest;
(x) TENTH, to all U.S. FILO Loans;
(xi) ELEVENTH, to all other U.S. Secured Bank Product Obligations;
(xii) TWELFTH, to all remaining U.S. Obligations (exclusive of any Canadian Obligations which are guaranteed by the U.S. Obligors); and
(xiii) LAST, to be applied in accordance with clause (b) above, to the extent there are insufficient funds for the Full Payment of all Canadian Obligations owing by the Canadian Obligors. Amounts shall be applied to payment of each category of U.S. Obligations only after Full Payment of amounts payable from time to time under all preceding categories. If amounts are insufficient to satisfy a category, they shall be paid ratably among outstanding U.S. Obligations in the category. Monies and proceeds obtained from an Obligor shall not be applied to its Excluded Swap Obligations, b...