Common use of Allocation of Payments After Acceleration Clause in Contracts

Allocation of Payments After Acceleration. Notwithstanding any other provisions of this Loan Agreement to the contrary, after acceleration of the Credit Party Obligations pursuant to Section 9.2, all amounts collected or received by the Lender on account of the Credit Party Obligations or any other amounts outstanding under any of the Loan Documents shall be paid over or delivered as follows: FIRST, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation reasonable attorneys’ fees) of the Lender in connection with enforcing the rights of the Lender under the Loan Documents; SECOND, to payment of any fees owed to the Lender; THIRD, to the payment of all of the Credit Party Obligations consisting of accrued fees and interest (including, without limitation, accrued fees and interest arising under any Bank Products between the any Credit Party and the Lender, or any Affiliate of the Lender); FOURTH, to the payment of the outstanding principal amount of the Credit Party Obligations (including, without limitation, the outstanding principal amount arising under any Bank Products between any Credit Party and the Lender, or any Affiliate of the Lender); FIFTH, to all other Credit Party Obligations and other obligations which shall have become due and payable under the Loan Documents or otherwise and not repaid pursuant to clauses "FIRST" through "FOURTH" above; and SIXTH, to the payment of the surplus, if any, to whomever may be lawfully entitled to receive such surplus. In carrying out the foregoing, amounts received shall be applied in the numerical order provided until exhausted prior to application to the next succeeding category.

Allocation of Payments After Acceleration. Notwithstanding any other provisions of this Loan Credit Agreement to the contrary, after the acceleration of the Credit Party Obligations pursuant to Section 9.2, all amounts collected or received by the Administrative Agent or any Lender on account of the Credit Party Obligations or any other amounts outstanding under any of the Loan Credit Documents or in respect of the Collateral shall be paid over or delivered as follows: FIRST, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation reasonable attorneys’ ' fees) of the Lender Administrative Agent in connection with enforcing the rights of the Lender Lenders under the Loan Credit Documents; SECOND, to payment of any fees owed to the Administrative Agent; THIRD, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation, reasonable attorneys' fees) of each of the Lenders in connection with enforcing its rights under the Credit Documents or otherwise with respect to the Credit Party Obligations owing to such Lender; THIRDFOURTH, to the payment of all of the Credit Party Obligations consisting of accrued fees and interest (including, without limitation, accrued fees and interest arising under any Bank Products between the any Credit Party and the Lender, or any Affiliate of the Lender)interest; FOURTHFIFTH, to the payment of the outstanding principal amount of the Credit Party Obligations (including, without limitation, including the payment or cash collateralization of the outstanding principal amount arising under any Bank Products between any Credit Party and the Lender, or any Affiliate of the LenderLOC Obligations); FIFTHSIXTH, to all other Credit Party Obligations and other obligations which shall have become due and payable under the Loan Credit Documents or otherwise and not repaid pursuant to clauses "FIRST" through "FOURTHFIFTH" above; and SIXTHSEVENTH, to the payment of the surplus, if any, to whomever whoever may be lawfully entitled to receive such surplus. In carrying out the foregoing, amounts received shall be applied in the numerical order provided until exhausted prior to application to the next succeeding category.

Allocation of Payments After Acceleration. Notwithstanding any other provisions of this Loan Credit Agreement to the contrary, after acceleration of the Credit Party Obligations pursuant to Section 9.2, all amounts collected or received by the Lender on account of the Credit Party Obligations or any other amounts outstanding under any of the Loan Credit Documents or in respect of the Collateral shall be paid over or delivered as follows: FIRST, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation reasonable attorneys’ fees) of the Lender in connection with enforcing the rights of the Lender under the Loan Credit Documents; SECOND, to payment of any fees Fees owed to the Lender; THIRD, to the payment of all of the Credit Party Obligations consisting of accrued interest or other fees and interest (including, without limitation, accrued interest or fees and interest arising under any Bank Products Financial Contracts between the any Credit Party Borrower and the Lender, or any Affiliate of the Lender); FOURTH, to the payment of the outstanding principal amount of the Credit Party Obligations (including, without limitation, the outstanding principal amount arising under any Bank Products Financial Contracts between any Credit Party Borrower and the Lender, or any Affiliate of the Lender); FIFTH, to all other Credit Party Obligations and other obligations which shall have become due and payable under the Loan Credit Documents or otherwise and not repaid pursuant to clauses "“FIRST" ” through "“FOURTH" ” above; and SIXTH, to the payment of the surplus, if any, to whomever may be lawfully entitled to receive such surplus. In carrying out the foregoing, amounts received shall be applied in the numerical order provided until exhausted prior to application to the next succeeding category.

Allocation of Payments After Acceleration. Notwithstanding any other provisions of this Loan Credit Agreement to the contrary, after acceleration of the Credit Party Obligations pursuant to Section 9.28.2, all amounts collected or received by the Agent or any Lender on account of the Credit Party Obligations or any other amounts outstanding under any of the Loan Credit Documents shall be paid over or delivered as follows: FIRST, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation reasonable attorneys’ ' fees) of the Lender Agent in connection with enforcing the rights of the Lender Lenders under the Loan Credit Documents; SECOND, to payment of any fees owed to the Agent or the Swingline Lender; THIRD, to the payment of all of the Credit Party Obligations consisting of accrued fees and interest (including, without limitation, accrued fees and interest arising under any Bank Products between the any Credit Party and the Lender, or any Affiliate of the Lender)interest; FOURTH, to the payment of the outstanding principal amount of the Credit Party Obligations (including, without limitation, including the payment or cash collateralization of the outstanding principal amount arising under any Bank Products between any Credit Party and the Lender, or any Affiliate of the LenderLOC Obligations); FIFTH, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation, reasonable attorneys' fees) of each of the Lenders in connection with enforcing its rights under the Credit Documents or otherwise with respect to the Obligations owing to such Lender; SIXTH, to all other Credit Party Obligations and other obligations which shall have become due and payable under the Loan Credit Documents or otherwise and not repaid pursuant to clauses "FIRST" through "FOURTHFIFTH" above; and SIXTHSEVENTH, to the payment of the surplus, if any, to whomever may be lawfully entitled to receive such surplus. In carrying out the foregoing, amounts received shall be applied in the numerical order provided until exhausted prior to application to the next succeeding category.

Allocation of Payments After Acceleration. Notwithstanding any other provisions of this Loan Agreement to the contrary, after acceleration the occurrence and during the continuance of the Credit Party Obligations pursuant to Section 9.2an Event of Default, all amounts collected or received by the Agent or any Lender on account of the Credit Party Obligations or any other amounts outstanding under any of the Loan Documents or in respect of the Collateral shall be paid over or delivered as follows: FIRST, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation reasonable attorneys’ ' fees) of the Lender Agent in connection with enforcing the rights of the Lender Lenders under the Loan Documents and any protective advances made by the Agent with respect to the Collateral under or pursuant to the terms of the Loan Documents; SECOND, to payment of any fees owed to the LenderAgent; THIRD, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation, reasonable attorneys' fees) of each of the Credit Party Lenders in connection with enforcing its rights under the Loan Documents or otherwise with respect to the Obligations owing to such Lender; FOURTH, to the payment of all of the Obligations consisting of accrued fees and interest (including, without limitation, accrued fees and interest arising under any Bank Products between the any Credit Party and the Lender, or any Affiliate of the Lender)interest; FOURTHFIFTH, to the payment of the outstanding principal amount of the Credit Party Obligations (including, without limitation, including the payment or cash collateralization of the outstanding principal amount arising under any Bank Products between any Credit Party and the Lender, or any Affiliate of the LenderLOC Obligations); FIFTHSIXTH, to all other Credit Party Obligations and other obligations which shall have become due and payable under the Loan Documents or otherwise and not repaid pursuant to clauses "FIRST" through "FOURTHFIFTH" above; and SIXTH77 SEVENTH, to the payment of the surplus, if any, to whomever the Borrower or whoever else may be lawfully entitled to receive such surplus. In carrying out the foregoing, amounts received shall be applied in the numerical order provided until exhausted prior to application to the next succeeding category.