Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority: (a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.; (b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender; (c) payments of interest on Swingline Loans; (d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders; (e) payments of principal of Swingline Loans; (f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account; (g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.; (h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and (i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Credit Agreement (Corporate Office Properties Trust), Credit Agreement (Corporate Office Properties Trust)
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) first, to amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section Sections 3.6 and 12.2., pro rata in the amount then due each Lender;
(cb) second, to payments of interest on Swingline Loans;
(dc) third, to payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders, pro rata among the Lenders based upon the aggregate outstanding Revolving Loans and Reimbursement Obligations (and as to the Revolving Loans, first to Base Rate Loans and then to LIBOR Rate Loans);
(ed) fourth, to payments of principal of Swingline Loans;
(fe) fifth, to payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, howeverpro rata among the Lenders based upon the aggregate outstanding Revolving Loans and Reimbursement Obligations (and as to the Revolving Loans, first to Base Rate Loans and then to LIBOR Rate Loans);
(f) sixth, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit deposited into the Collateral AccountAccount in respect of Letters of Credit (to be applied as provided in Section 10.4);
(g) seventh, to amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(h) eighth, to payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the LendersLenders and Agent; and
(i) ninth, to any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Credit Agreement (Wells Core Office Income Reit Inc), Credit Agreement (Wells Core Office Income Reit Inc)
Allocation of Proceeds. If an Event of Default shall exist have occurred and maturity of any of the Obligations has been acceleratedbe continuing, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Administrative Agent and the Lenders in respect of Fees and other fees and expenses due under Section 12.2.;
(b) [intentionally omitted];
(c) amounts due to the Administrative Agent and the Lenders in respect of fees Protective Advances; ratably among the Administrative Agent and expenses due under Section 12.2., pro rata Lenders in proportion to the amount then due each Lender;
respective amounts described in this clause (c) payments of interest on Swingline Loanspayable to them;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for paid to the ratable benefit of Lenders ratably in accordance with the Lendersrespective amounts thereof then due and owing;
(e) payments of principal of Swingline Loansall other Loans and payment of breakage, termination or other payments, and any interest accrued thereon, to be paid to the Lenders equally and ratably in accordance with the respective amounts thereof then due and owing to such Persons;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account[intentionally omitted];
(g) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. Section 11.7 and 12.9.Section 12.10;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Second Lien Credit Agreement (Pennsylvania Real Estate Investment Trust), Second Lien Credit Agreement (Pennsylvania Real Estate Investment Trust)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Loans has been acceleratedaccelerated pursuant to Article IX hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 3.6(a) and expenses due under Section 12.2.11.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender3.6(b);
(c) payments of interest on Swingline LoansRevolving Loans to be applied for the ratable benefit of the Lenders (with amounts payable in respect of L/C Borrowings and Swing Line Outstandings being included in such calculation and paid to the applicable L/C Issuer and the Swing Line Lender, respectively) and payments of interest on Competitive Bid Loans to be applied to the applicable Competitive Bid Lender;
(d) payments of interest on all other Loans and Reimbursement Obligationsprincipal of Revolving Loans, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of L/C Borrowings and Swing Line Outstandings being included in such calculation and paid to the applicable L/C Issuer and the Swing Line Lender, respectively) and payments of principal of Competitive Bid Loans to be applied to the applicable Competitive Bid Lender;
(e) payments of principal of Swingline Loansamounts due to the Agent and the Lenders pursuant to Section 11.9;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and;
(ig) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 2 contracts
Samples: Credit Agreement (V F Corp), Credit Agreement (V F Corp)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent (or any Lender as a result of its exercise of remedies permitted under Section 12.3.) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for paid to the ratable benefit of Lenders and the LendersIssuing Bank equally and ratably in accordance with the respective amounts thereof then due and owing;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for paid to the ratable benefit of Lenders and the LendersIssuing Bank equally and ratably in accordance with the respective amounts thereof then due and owing to such Persons; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.711.6. and 12.9.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Credit Agreement (Chambers Street Properties), Credit Agreement (Chambers Street Properties)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.13.2 until paid in full, and then Fees;
(b) amounts due to the Administrative Agent and the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderProtective Advances;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesLiabilities and payments of the Derivatives Termination Value in respect of any and all Specified Derivatives Contracts, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank or Specified Derivatives Providers, as the case may be, in such order and priority as the Lenders and the Issuing Bank or Specified Derivatives Providers, as the case may be, may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(ge) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. 12.8 and 12.9.13.10;
(hf) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan DocumentsDocuments and Specified Derivatives Contracts, if any, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Derivatives Providers; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Credit Agreement (American Realty Capital Properties, Inc.), Credit Agreement (CapLease, Inc.)
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders in such order and priority as the Lenders may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. and 12.912.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Credit Agreement (Select Income REIT), Closing Agreement (Select Income REIT)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.Lenders pursuant to SECTIONS 2.10, 3.3, 3.4 AND 12.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAgent pursuant to SECTION 11.8;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to SECTION 10.1(B);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to SECTION 3.2(g);
(g) amounts due the Agent and to the Lenders pursuant to Sections 11.7. SECTIONS 8.15 and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(i) amounts due to any of the Lenders or any affiliate of a Lender in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders or any affiliate of a Lender on a pro rata basis according to the amounts owed; and
(ij) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 2 contracts
Samples: Credit Agreement (Coca Cola Bottling Group Southwest Inc), Credit Agreement (Texas Bottling Group Inc)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations, amounts payable with respect to Hedge Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.213.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.213.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other the Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations the Loans and other Letter of Credit Liabilitiesamounts then owing to Lender Hedge Providers with respect to Hedge Obligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders and the Lender Hedge Providers (with the payments between the Term Loans and the Lender Hedge Providers to be pro rata based upon the outstanding principal amount of the Term Loans and the amounts then owing to the extent Lender Hedge Providers with respect to the Hedge Obligations); provided that the right of the Lender Hedge Providers to share in payments shall be reduced by any amounts available for distribution pursuant to this subsection are attributable such Lender Hedge Provider has separately received with respect to the issued but undrawn amount Hedge Obligations following such acceleration of an outstanding Letters the maturity of Credit, such amounts shall be paid to the Agent for deposit into the Collateral AccountObligations;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.9.;
(hf) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto. Notwithstanding the foregoing, no amounts received from any Guarantor shall be applied to any Excluded Hedge Obligations of such Guarantor.
Appears in 2 contracts
Samples: Term Loan Agreement (Kite Realty Group, L.P.), Term Loan Agreement (Kite Realty Group, L.P.)
Allocation of Proceeds. If an Event of Default shall exist have occurred and maturity of any of the Obligations has been acceleratedbe continuing, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(ai) amounts due to the Administrative Agent and the Lenders in respect of Fees and other fees and expenses due under Section 12.2.11.2;
(bii) amounts due to the Administrative Agent and the Lenders in respect of fees Protective Advances; ratably among the Administrative Agent and expenses due under Section 12.2., pro rata Lenders in proportion to the amount then due each Lenderrespective amounts described in this clause (ii) payable to them;
(c) payments of interest on Swingline Loans;
(diii) payments of interest on all other Loans and Reimbursement Obligations, to be applied for paid to the ratable benefit of Lenders equally and ratably in accordance with the Lendersrespective amounts thereof then due and owing;
(e) payments of principal of Swingline Loans;
(fiv) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, Loans to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into Lenders equally and ratably in accordance with the Collateral Accountrespective amounts thereof then due and owing to such Persons;
(gv) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. Section 10.7 and 12.9.Section 11.10;
(hvi) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ivii) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Credit Agreement (Pennsylvania Real Estate Investment Trust), Credit Agreement (Pennsylvania Real Estate Investment Trust)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.213.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.213.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.9.;
(h) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 2 contracts
Samples: Credit Agreement (U-Store-It Trust), Credit Agreement (U-Store-It Trust)
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of on Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and maturity of any of be continuing and the Obligations has Maturity Dates have been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, in its capacity as such, in respect of fees and expenses due under Section 12.2.14, or otherwise due under this Credit Agreement and the other Loan Documents;
(b) any amounts due the other Creditor Parties pursuant to the Lenders in respect terms of fees this Credit Agreement and expenses due under Section 12.2., pro rata in the amount then due each Lenderother Loan Documents other than principal of or interest on any portion of the Loans;
(c) payments of interest on Swingline Loansany outstanding portion of the Loans to be applied pro rata to each Lender and proportionately to the aggregate unpaid and accrued interest on the Revolving Loans and the Term Loan respectively;
(d) payments of interest on all other principal of the Revolving Loans and Term Loans, payments of Reimbursement Obligations, and payments under any Derivative Agreement relating to any portion of the Loans between a Borrower or Guarantor and any Lender or Lender’s Affiliate, to be applied for pro rata to each Lender and Lender’s Affiliate proportionately to the ratable benefit aggregate of such unpaid principal, Reimbursement Obligations and amounts due under such Derivative Agreements, respectively, at the Lenderstime of allocation;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, pro rata to be applied for the ratable benefit of the Lenderseach Creditor Party; and
(if) any amount remaining after application as provided above, and after all of the Obligations have been indefeasibly paid in full, shall be paid to the either Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Centerline Holding Co)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent and the Lenders in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) amounts to be deposited into the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Collateral Account in respect of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, Liabilities to be applied for the ratable benefit of the LendersLenders in such order and priority as the Lenders may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.711.6. and 12.912.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section Sections 3.6 and 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(db) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders, pro rata among the Lenders based upon the aggregate outstanding Loans and Reimbursement Obligations (and as to the Loans, first to Base Rate Loans and LIBOR Daily Loans and then to LIBOR Rate Loans);
(e) payments of principal of Swingline Loans;
(fc) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, pro rata among the Lenders based upon the aggregate outstanding Loans and Reimbursement Obligations (and as to the extent that any Loans, first to Base Rate Loans and LIBOR Daily Loans and then to LIBOR Rate Loans);
(d) amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit deposited into the Collateral AccountAccount in respect of Letters of Credit (to be applied as provided in Section 10.4);
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(hf) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the LendersLenders and Agent; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Columbia Property Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(hf) payments payment of all other Obligations and other amounts due and owing by the Borrower Borrowers and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Banks and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Banks;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Banks, in such order and priority as the Lenders and the Issuing Banks, may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.6. and 12.913.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Saul Centers Inc)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(hf) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.Lenders pursuant to SECTIONS 2.10, 3.3, 3.4 AND 12.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAgent pursuant to SECTION 11.11;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to SECTION 10.1(b);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to SECTIONS 3.2(g), 8.15 and 12.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in its capacity as such in respect of fees fees, expenses, indemnities and expenses other amounts due hereunder (including, without limitation, any amounts due under Sections 3.6, Section 12.2.3.12, Article IV, Section 11.7, Section 12.2 and Section 12.9);
(b) amounts due to the Lenders in respect of fees fees, expenses, indemnities and expenses other amounts due hereunder (including, without limitation, any amounts due under Sections 3.6, Section 12.2.3.12, pro rata in the amount then due each LenderArticle IV, Section 12.2 and Section 12.9);
(c) payments of interest on Swingline all Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders, pro rata among the Lenders based upon the aggregate outstanding Loans (first to Base Rate Loans and then to LIBOR Loans);
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, pro rata among the Lenders based upon the aggregate outstanding Loans (first to the extent that any amounts available for distribution pursuant Base Rate Loans and then to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral AccountLIBOR Loans);
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(he) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the LendersLenders and Agent; and
(if) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Term Loan Agreement (Columbia Property Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Agent, the Lenders and expenses due under Section 12.2.the Issuing Bank pursuant to Sections 3.2(g), 3.2(h), 4.6(a), 4.6(b), 4.6(c), 8.15, 12.5 and 12.9;
(b) amounts due to the Lenders in respect of fees Agent and expenses due under the Issuing Bank pursuant to Section 12.2., pro rata in the amount then due each Lender4.6(d);
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral AccountSection 10.1(B);
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(hf) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lendersrecipients, including amounts due to any of the Lenders or their affiliates in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders or their affiliates on a pro rata basis according to the amounts owed; and
(ig) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If While an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) payment of all amounts due to the Agent in respect of fees and expenses due under Section 12.213.2.;
(b) payment of all amounts due to the Lenders in respect of fees and expenses due under Section 12.213.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(d) payment of all amounts due the Agent, the Issuing Bank and the Lenders pursuant to Sections 12.8. and 13.9.;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent Issuing Bank for deposit into the Collateral Account;
(gf) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments payment of all other Obligations and other amounts due and owing by the MG Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and;
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever whoever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexist, all payments received by the Agent (or any Lender as a result of exercise of remedies pursuant to Section 12.4.) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesLiabilities and amounts due and owing under Specified Derivative Obligations, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Derivatives Providers, if any, in such order and priority as the Lenders may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.912.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto. Notwithstanding the foregoing, (i) no amounts received by the Agent or any Lender from any Loan Party that is not a Qualified ECP Guarantor shall be applied in partial or complete satisfaction of any Excluded Derivatives Obligations and (ii) any obligations arising under Specified Derivatives Contracts shall be excluded from the application described above if the Agent has not received written notice thereof, together with such supporting documentation as the Agent may request, from the Specified Derivatives Provider. Each Specified Derivatives Provider not a party to this Agreement that has given the notice contemplated by the preceding sentence shall, by such notice, be deemed to have acknowledged and accepted the appointment of the Agent pursuant to the terms of Article XI. for itself and its Affiliates as if a “Lender” party hereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and is continuing, and the maturity of any of the Obligations has been acceleratedaccelerated pursuant to Article X hereof, all payments received by the Agent under any of or the Loan DocumentsCanadian Agent, or both, hereunder in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied by the Agent or Canadian Agent in the following order and priorityorder:
(ai) amounts due to the Agent in respect of fees Agents, the Lenders, NationsBank and expenses due under Section 12.2.CIBC pursuant to Sections 2.10, 2.22, 3.09, 3.17, 8.15, 12.06 and 12.13 hereof;
(bii) amounts due to (A) NationsBank pursuant to Section 2.23, (B) CIBC pursuant to Section 3.10, and (C) the Lenders in respect of fees and expenses due under Agents pursuant to Section 12.2., pro rata in the amount then due each Lender11.08 hereof;
(ciii) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders, without distinction or preference as between Canadian Loans and Domestic Loans and Reimbursement Obligations;
(eiv) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, on Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any without distinction or preference as between Canadian Loans and Domestic Loans and Reimbursement Obligations;
(v) payment of cash amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into to the Collateral Accountaccount created pursuant to the LC/Acceptance Account Agreement pursuant to Section 10.01(B) hereof;
(gvi) amounts due the Agent and the payment of Obligations owed Lenders pursuant to Sections 11.7. and 12.9.;Swap Agreements on a pro rata basis according to amounts owed; and
(hvii) payments of all other Obligations and other amounts due and owing by the Borrower under this Agreement and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit in accordance with each Lender's or Agent's pro rata share of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.all such amounts. 122
Appears in 1 contract
Samples: Revolving Credit and Reimbursement Agreement (Tech Data Corp)
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) first, to amounts due to the Administrative Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section Sections 3.6 and 12.2., pro rata in the amount then due each Lender;
(cb) second, to payments of interest on Swingline Loans;
(dc) third, to payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders, pro rata among the Lenders based upon their applicable Commitment Percentages (and as to the Loans, first to Base Rate Loans and then to LIBOR Rate Loans);
(ed) fourth, to payments of principal of Swingline Loans;
(fe) fifth, to payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, howeverpro rata among the Lenders based upon the aggregate outstanding Loans and Reimbursement Obligations (and as to the Loans, first to Base Rate Loans and then to LIBOR Rate Loans);
(f) sixth, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit deposited into the Collateral AccountAccount in respect of Letters of Credit (to be applied as provided in Section 10.4);
(g) seventh, to amounts due the Administrative Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(h) eighth, to payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the LendersLenders and the Administrative Agent to the extent entitled to such payments; and
(i) ninth, to any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Wells Core Office Income Reit Inc)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.213.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.213.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with the payments between (i) the Revolving Loans and Reimbursement Obligations and other Letter of Credit Liabilities and (ii) the Term Loans to be pro rata);
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders (with the payments between (i) the Revolving Loans and Reimbursement Obligations and other Letter of Credit Liabilities and (ii) the Term Loans to be pro rata); provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent reasonable expenses incurred in respect of connection with retaking, holding, preserving, processing, maintaining or preparing for sale, lease or other disposition of, any Collateral, including reasonable attorney's fees and legal expenses due under Section 12.2.pertaining thereto;
(b) amounts due to the Lenders in respect of fees pursuant to Sections 3.6(a), 3.6(b) and expenses due under Section 12.2., pro rata in the amount then due each Lender12.5;
(c) payments of interest on Swingline Loansamounts due to the Agent pursuant to Section 3.6(c);
(d) payments of interest on all other Loans and Reimbursement ObligationsLoans, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(gf) amounts due to the Agent and the Lenders pursuant to Sections 11.7. 8.13 and 12.9.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 2.10, 3.3, 3.4 and expenses due under Section 12.2.12.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender11.9;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to Section 10.1(B);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to Sections 3.2(g), 8.15 and 12.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Samples: Credit Agreement (Unicapital Corp)
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan DocumentsDocuments (or any Lender as a result of exercise of remedies pursuant to Section 12.4.), in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.711.6. and 12.912.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, Documents to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Banks and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.12.02 until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Banks;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, payments of the Derivatives Termination Value in respect of any and all Secured Derivatives Contracts and payment obligations then due and owing under any Secured Cash Management Agreement, to be applied for the ratable benefit of the LendersLenders and the Issuing Banks, Derivatives Providers or Cash Management Banks, as the case may be, pro rata; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be Cash Collateralized by the Borrowers and paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. and 12.9.Section 12.10;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, Secured Cash Management Agreements and Secured Derivatives Contracts, if any, to be applied for the ratable benefit of the Lenders, the applicable Derivatives Providers and the Cash Management Banks; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank in such order and priority as the Lenders and the Issuing Bank may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.711.6. and 12.912.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) a. amounts due to the Administrative Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2 until paid in full, pro rata in the amount and then due each LenderFees;
(c) payments of interest on Swingline Loans;
(d) b. payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) c. payments of principal of all other Loans, Reimbursement Obligations Loans and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties payable under any of the Loan DocumentsSpecified Swap Contracts, if any, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Swap Providers, as the case may be, in such order and priority as the Lenders and such Specified Swap Providers, as the case may be, may determine in their sole discretion;
d. amounts due to the Administrative Agent and the Lenders pursuant to Sections 12.8 and 13.10.;
e. payments of all other Obligations and other amounts due under any of the Loan Documents and Specified Swap Contracts, if any, to be applied for the ratable benefit of the Lenders and the applicable Specified Swap Providers; and
(i) f. any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Healthcare Trust of America, Inc.)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 2.12, 4.03, 4.04 and expenses due under Section 12.2.12.05;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender11.08;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to Section 10.01(B);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to Sections 3.02(f) and 8.14;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Samples: Revolving Credit and Reimbursement Agreement (Modis Professional Services Inc)
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Credit Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent and the Lenders in respect of fees Fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect payments of fees and expenses due under Section 12.2., pro rata in the amount then due each Lenderinterest on Swingline Loans;
(c) payments of interest principal on Swingline Loans;
(d) payments of interest on all other Revolving Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Revolving Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral AccountSection 2.11.;
(g) amounts due to the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Credit Documents, if any, to be applied for the ratable benefit of the Lenders;
(i) amounts due Lenders in respect of Swap Obligations, to be applied for the ratable benefit of such Lenders; and
(ij) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Serologicals Corp)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article IX hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 2.10, 3.3, 3.4 and expenses due under Section 12.2.11.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender10.9;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to Section 9.1(l)(B);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to Sections 3.2(g), 7.15 and 11.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.12.2 until paid in full, pro rata in the amount and then due each LenderFees;
(c) payments of interest on Swingline Loans;
(db) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fc) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders in such order and priority as the Lenders may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gd) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. 11.6 and 12.9.12.10;
(he) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, Documents to be applied for the ratable benefit of the Lenders; and
(if) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the any Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees until paid in full;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and on Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank, as the case may be; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders pursuant to Sections 11.711.6. and 12.9.. to be applied for the ratable benefit of the Administrative Agent, the Issuing Bank and the Lenders;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Sl Green Operating Partnership, L.P.)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not ---------------------- been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article XI hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of ---------- any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderBorrowers hereunder, shall be applied by the Agent in the following order and priority:order: 108
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 3.10, 4.3 and expenses due under Section 12.2.---------------------- 13.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ec) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(d) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral Account;Section 11.1(B); ---------------
(ge) amounts due the Agent and to the Lenders pursuant to Sections 11.7. 4.2(g), 9.15 and 12.9.;--------------------- 13.9; ----
(hf) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(g) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(ih) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower Borrowers or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders and expenses due under Section 12.2.the Issuing Bank pursuant to SECTIONS 4.6(A), 4.6(B), 4.6(C), AND 12.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAgent pursuant to SECTION 4.6(D);
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to SECTION 10.1(B);
(f) amounts shall be paid due to the Agent for deposit into Issuing Bank, the Collateral AccountAgent, the Lenders and others pursuant to SECTIONS 3.2(H) and 12.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lendersrecipients, including amounts due to any of the Lenders or their affiliates in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders or their affiliates on a pro rata basis according to the amounts owed; and
(ih) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Samples: Credit Agreement (Wackenhut Corp)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2 until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank, as the case may be, in such order and priority as the Lenders and the Issuing Bank may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. 12.8 and 12.9.13.10;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan DocumentsDocuments and Specified Derivatives Contracts, if any, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Derivatives Providers; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Equity One, Inc.)
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and the maturity of any of the Obligations Notes has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied by Administrative Agent in the following order and priority:
(a) amounts due to Administrative Agent and the Agent Lenders in respect of fees Fees and expenses due under Section SECTION 12.2.;
(b) amounts due payments of interest on the Revolving Loans and the Swing Line Loans to be applied for the ratable benefit of Lenders in respect of fees and expenses due NationsBank (as the Lender under Section 12.2.the Swing Line Subfacility, pro rata in and any participating Lenders under the amount then due each LenderSwing Line Facility pursuant to SECTION 2.2(b));
(c) payments of interest on Swingline Loansoutstanding Swing Principal Debt; provided that, such payments shall be made solely to NationsBank, unless the Lenders have purchased participations in the Swing Principal Debt in accordance with SECTION 2.2(b), in which case such payment shall be allocated pro rata among NationsBank and the participating Lenders;
(d) payments of interest on all other Loans and Reimbursement Obligationsprincipal outstanding under the Revolving Loans, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loansamounts due to Administrative Agent and the Lenders pursuant to SECTION 12.8;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.213.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.213.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with the payments between (i) the Revolving Loans and Reimbursement Obligations and other Letter of Credit Liabilities, (ii) the Term Loans A and (iii) the Term Loans B to be pro rata);
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders (with the payments between (i) the Revolving Loans and Reimbursement Obligations and other Letter of Credit Liabilities, (ii) the Term Loans A and (iii) the Term Loans B to be pro rata); provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent and the Lenders in respect of fees Fees and expenses due under Section 12.213.2.;
(b) amounts due to the Agent and the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderProtective Advances;
(c) payments of interest on Swingline Loans;
(d) payments of interest on principal of all other Loans and Reimbursement ObligationsAdvances, to be applied for the ratable benefit of the Lenders, in such order as the Lenders may determine in their sole discretion;
(e) payments payment of principal of on Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesAdvances, to be applied for the ratable benefit of the Lenders; provided, however, to in such order as the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral AccountLenders may determine in their sole discretion;
(g) amounts to be paid to the Agent to be held as cash collateral in respect of Letters of Credit then outstanding;
(h) amounts due to the Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.9.;
(hi) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ij) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE X hereof, all payments received by the Administrative Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderParent hereunder, shall be applied by the Administrative Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders and expenses due under Section 12.2.each Issuing Bank pursuant to SECTIONS 4.6(a), 4.6(b), 4.6(c) and 12.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAdministrative Agent pursuant to SECTION 4.6(d);
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Administrative Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral AccountSECTION 10.1(B);
(gf) amounts due to the Issuing Bank, the Administrative Agent and the Lenders pursuant to Sections 11.7. SECTIONS 3.2(h), 8.16 and 12.9.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders or their affiliates in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders or their affiliates on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower Parent or whomever else otherwise as may be legally entitled thereto.required by applicable law. 91
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of on Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers or the other Loan Parties hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(hf) payments payment of all other Obligations and other amounts due and owing by the Borrower Borrowers and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section Sections 3.6 and 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(db) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders, pro rata among the Lenders based upon the aggregate outstanding Loans and Reimbursement Obligations (and as to the Loans, first to Base Rate Loans and then to LIBOR Rate Loans);
(e) payments of principal of Swingline Loans;
(fc) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, pro rata among the Lenders based upon the aggregate outstanding Loans and Reimbursement Obligations (and as to the extent that any Loans, first to Base Rate Loans and then to LIBOR Rate Loans);
(d) amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit deposited into the Collateral AccountAccount in respect of Letters of Credit (to be applied as provided in Section 10.4);
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(hf) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the LendersLenders and Agent; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Columbia Property Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.213.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.213.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesLiabilities and amounts then due and payable under any Derivatives Contract between the Borrower and any Lender (or any affiliate of a Lender), to be applied for the ratable benefit of the LendersLenders (and in the case of any Derivatives Contract, any affiliate of a Lender); provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.712.8. and 12.913.9.;
(h) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article XI hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 3.10, 4.3, 4.4 and expenses due under Section 12.2.13.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender12.11;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders based on their respective Applicable Commitment Percentages (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders in accordance with their respective Applicable Commitment Percentages (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to Section 11.1(B);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to Sections 4.2(g), 9.15 and 13.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Banks and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each Lender;
Fees; (cb) payments of interest on Swingline Loans;
; (dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the Lenders;
Lenders and the Issuing Banks; (ed) payments of principal of Swingline Loans;
; (fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Banks, in such order and priority as the Lenders and the Issuing Banks, may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
; (gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.6. and 12.913.10.;
; (hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
and (ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Saul Centers Inc)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts Amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.13.2 until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments Payments of interest on Swingline Loans;
(dc) payments Payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments Payments of principal of Swingline Loans;
(fe) payments Payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank, in such order and priority as the Lenders and the Issuing Bank may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts Amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. 12.8 and 12.9.13.10;
(hg) payments Payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan DocumentsDocuments and Specified Derivatives Contracts, if any, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Derivatives Providers; and
(ih) any Any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments or if an Event of Default specified in Section 11.1(a) and/or (b) shall exist, any amounts received by the Agent under any on account of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, Specified Derivatives Obligations shall be applied in the following order and priority:
(a) that portion of the Obligations constituting fees, indemnities, expenses and other amounts due (including fees, charges and disbursements of counsel to the Administrative Agent) payable to the Administrative Agent (in respect of fees and expenses due under Section 12.2.its capacity as administrative agent);
(b) that portion of the Obligations constituting fees, indemnities, expenses and other amounts due (other than principal, interest and Letter of Credit fees) payable to the Lenders and the L/C Issuer (in respect its capacity as issuer of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderLetters of Credit);
(c) payments of interest on Swingline Loans;
(d) payments of Letter of Credit fees and interest on all other Loans and Reimbursement Obligations, to be applied for pro rata in the ratable benefit of the Lendersamount then due each Lender;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for and all Specified Derivatives Obligations then owing, pro rata in the ratable benefit of the Lendersamount then due each Lender, L/C Issuer and Specified Derivatives Provider; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the L/C Collateral AccountAccount for the benefit of the L/C Issuer and the Lenders;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto. In no event shall the Administrative Agent apply any amounts so received, or any proceeds of Collateral, to the payment of Specified Derivatives Obligations if and to the extent that, with respect to the Loan Party making such payment, or owning such Collateral, such Specified Derivatives Obligations constitute Excluded Swap Obligations. Notwithstanding the foregoing, Specified Derivatives Obligations shall be excluded from the application described above if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may request, from the applicable Specified Derivatives Provider. Each Specified Derivatives Provider not a party to the Creditthis Agreement that has given the notice contemplated by the preceding sentence shall, by such notice, be deemed to have acknowledged and accepted the appointment of the Administrative Agent pursuant to the terms of Article XII hereof for itself and its Affiliates as if a “Lender” party hereto.
Appears in 1 contract
Samples: Credit Agreement (HC Government Realty Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. and 12.912.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent (or any Lender as a result of its exercise of remedies pursuant to Section 12.4.) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Banks and the Lenders in respect of fees and expenses due under Section 12.2. until paid in full, and then Fees and other amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.6. and 12.10.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans, ratably among the Swingline Lenders in proportion to the respective amounts described in this clause (b) payable to them;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Banks;
(ed) payments of principal of Swingline Loans, ratably among the Swingline Lenders in proportion to the respective amounts described in this clause (d) payable to them;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Banks, in such order and priority as the Lenders and the Issuing Banks may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.711.6. and 12.912.10.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 2.10, 3.3, 3.4 and expenses due under Section 12.2.12.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender11.9;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to Section 10.1(l)(B);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to Sections 3.2(g), 8.15 and 12.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Administrative Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2 until paid in full, pro rata in the amount and then due each LenderFees;
(c) payments of interest on Swingline Loans;
(db) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fc) payments of principal of all other Loans, Reimbursement Obligations Loans and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties payable under any of the Loan DocumentsSpecified Swap Contracts, if any, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Swap Providers, as the case may be, in such order and priority as the Lenders and such Specified Swap Providers, as the case may be, may determine in their sole discretion;
(d) amounts due to the Administrative Agent and the Lenders pursuant to Sections 12.8 and 13.10.;
(e) payments of all other Obligations and other amounts due under any of the Loan Documents and Specified Swap Contracts, if any, to be applied for the ratable benefit of the Lenders and the applicable Specified Swap Providers; and
(if) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Healthcare Trust of America Holdings, LP)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account);
(g) amounts due the Agent and the Lenders from the Borrower or the other Loan Parties pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If (i) an Event of Default shall exist and exists, (ii) the maturity of any of the Obligations has been accelerated, or (iii) the Termination Date or Term Loan Maturity Date has occurred, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers or the other Loan Parties hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(hf) payments payment of all other Obligations and other amounts due and owing by the Borrower Borrowers and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent and the Lenders in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) amounts to be deposited into the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Collateral Account in respect of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (United Dominion Realty Trust Inc)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE IX hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the 76 following order and priorityorder:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.Lenders pursuant to SECTIONS 3.6(a) AND 11.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAgent pursuant to SECTION 3.6(b);
(c) payments of interest on Swingline LoansRevolving Loans to be applied for the ratable benefit of the Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to the Swing Line Lender) and payments of interest on Competitive Bid Loans to be applied to the applicable Competitive Bid Lender;
(d) payments of interest on all other Loans and Reimbursement Obligationsprincipal of Revolving Loans, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to the Swing Line Lender) and payments of principal of Competitive Bid Loans to be applied to the applicable Competitive Bid Lender;
(e) payments of principal of Swingline Loansamounts due to the Agent and the Lenders pursuant to SECTION 11.9;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and;
(ig) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Samples: Credit Agreement (V F Corp /Pa/)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Administrative Agent and the Lenders in respect of fees and expenses due under Section 12.2.11.2 until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, the Loan to be applied for the ratable benefit of the Lenders;
(ec) payments of principal of Swingline Loans;
(f) the Loan and payments of principal the Derivatives Termination Value in respect of any and all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesSpecified Derivatives Contracts, to be applied for the ratable benefit of the Lenders; providedLenders or Specified Derivatives Providers, howeveras the case may be, to in such order and priority as the extent that any amounts available for distribution pursuant to this subsection are attributable to Lenders or Specified Derivatives Providers, as the issued but undrawn amount of an outstanding Letters of Creditcase may be, such amounts shall be paid to the Agent for deposit into the Collateral Accountmay determine in their sole discretion;
(gd) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. 10.6 and 12.9.11.10;
(he) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan DocumentsDocuments and Specified Derivatives Contracts, if any, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Derivatives Providers; and
(if) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders and expenses due under Section 12.2.the Issuing Bank pursuant to SECTIONS 4.6(a), 4.6(b), 4.6(c), AND 12.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAgent pursuant to SECTION 4.6(d);
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders(with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders(with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral AccountSECTION 10.1(B);
(gf) amounts due to the Issuing Bank, the Agent and the Lenders pursuant to Sections 11.7. SECTIONS 3.2(h), 8.14(c) and 12.9.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders or their affiliates in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders or their affiliates on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE XI hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders and expenses due under Section 12.2.the Issuing Bank pursuant to SECTIONS 4.6(a), 4.6(b), 4.6(c), and 13.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAgent pursuant to SECTION 4.6(d);
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders(with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to Bank of America);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral AccountSECTION 11.1(b);
(gf) amounts due to the Issuing Bank, the Agent and the Lenders pursuant to Sections 11.7. SECTIONS 3.2(h), 9.14(c) and 12.9.13.9;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders or their affiliates in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders or their affiliates on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled thereto.required by applicable law. S-98 106
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexist, all payments received by the Agent (or any Lender as a result of exercise of remedies pursuant to Section 12.4.) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesLiabilities and amounts due and owing under Specified Derivative Obligations, to be applied for the ratable benefit of the LendersLenders and the applicable Specified Derivatives Providers, if any, in such order and priority as the Lenders may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.912.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Revolving Credit Agreement (First Potomac Realty Trust)
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and the maturity of any of the Obligations Notes has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied by the Agent in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.212.3., pro rata in the amount then due each Lender;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) amounts to be deposited into the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Collateral Account in respect of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due to the Agent and the Lenders pursuant to Sections 11.711.8. and 12.912.5.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts to be deposited into the Collateral Account in respect of Letters of Credit;
(h) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(hi) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ij) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and the maturity of any of the Obligations Notes has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied by the Agent in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.212.3., pro rata in the amount then due each Lender;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) amounts to be deposited into the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Collateral Account in respect of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due to the Agent and the Lenders pursuant to Sections 11.711.6. and 12.912.5.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(hf) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Revolving Credit Agreement (Piedmont Office Realty Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article IX hereof, all payments received by the Administrative Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Administrative Agent in the following order and priorityorder:
(a) amounts due to the Agent reasonable expenses incurred in respect connection with the enforcement of the Transaction Documents and the exercise of legal remedies thereunder, including reasonable attorney’s fees and legal expenses due under Section 12.2.pertaining thereto;
(b) amounts due to the Lenders in respect of fees Banks, Administrative Agent and expenses due under Section 12.2.the Issuing Bank pursuant to Sections 2.10(a), pro rata in the amount then due each Lender2.10(b), 2.10(c), 2.10(d) and 13.03(a);
(c) payments of interest on Swingline Loans;
(d) payments Advances, Swing Line Advances and Letter of interest on all other Loans and Reimbursement ObligationsCredit Advances, to be applied for the ratable benefit of the LendersBanks (with amounts payable in respect of Swing Line Advances being included in such calculation and paid to the Swing Line Lender);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other LoansAdvances, Reimbursement Obligations Swing Line Advances and other Letter of Credit LiabilitiesAdvances, to be applied for the ratable benefit of the Lenders; provided, however, Banks (with amounts payable in respect of Swing Line Advances being included in such calculation and paid to the extent that any Swing Line Lender);
(e) payments of cash amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Administrative Agent in respect of an outstanding Letters of Credit, such Credit pursuant to Section 9.03;
(f) amounts shall be paid due to the Issuing Bank, the Agent for deposit into and the Collateral AccountBanks pursuant to Sections 11.05 and 13.03(b) and (c);
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Transaction Documents, if any, to be applied for the ratable benefit of the Lenders; andAdministrative Agent and Banks.
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.ARTICLE X INDEMNIFICATION
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Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuer and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.10.3. until paid in full, pro rata in the amount and then fees due each Lenderunder Section 3.4;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders and the Issuer;
(ed) payments of principal of on Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesOutstandings, to be applied for the ratable benefit of the LendersLenders and the Issuer; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.7. and 12.9.9.7;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Cole Credit Property Trust II Inc)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent and the Lenders in respect of fees Fees and expenses due under Section 12.213.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement ObligationsLoans, to be applied for the ratable benefit of the Lenders, in such order as the Lenders may determine in their sole discretion;
(d) payment of principal on Swingline Loans;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, in such order as the Lenders may determine in their sole discretion;
(f) amounts to be deposited into the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Letter of an outstanding Credit Collateral Account in respect of Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.10.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Credit Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Credit Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (St Joe Co)
Allocation of Proceeds. If an Event of Default shall exist have occurred and maturity of any of be continuing and the Obligations has Maturity Dates have been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, in its capacity as such, in respect of fees and expenses due under Section 12.2.14, or otherwise due under this Credit Agreement and the other Loan Documents;
(b) any amounts due the other Creditor Parties pursuant to the Lenders in respect terms of fees this Credit Agreement and expenses due under Section 12.2., pro rata in the amount then due each Lenderother Loan Documents other than principal of or interest on the Loans;
(c) payments of interest on Swingline Loansthe Loans to be applied pro rata to each Lender and proportionately to the aggregate unpaid and accrued interest on the Revolving Loans and the Term Loan respectively;
(d) payments of interest on all other principal of the Revolving Loans and Reimbursement Obligations, Term Loans to be applied for pro rata to each Lender and proportionately to the ratable benefit aggregate of the Lenderssuch unpaid principal and amounts respectively;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, pro rata to be applied for the ratable benefit of the Lenderseach Creditor Party; and
(if) any amount remaining after application as provided above, and after all of the Obligations have been indefeasibly paid in full, shall be paid to the either Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Centerline Holding Co)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent (or any Lender as a result of its exercise of remedies permitted under Section 12.3) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, and the Lenders in respect of fees and expenses due under Section 12.2.12.2 until paid in full, and then Fees due to the Administrative Agent;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.12.2 until paid in full, pro rata in the amount and then Fees due each Lenderto such Lenders;
(c) payments of interest on Swingline Loansall Loans to be to be paid to the Lenders equally and ratably in accordance with the respective amounts thereof then due and owing;
(d) payments of interest on principal of all other Loans and Reimbursement Obligations, to be applied for paid to the ratable benefit of Lenders equally and ratably in accordance with the Lendersrespective amounts thereof then due and owing to such Persons;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, amounts due to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Administrative Agent and the Lenders pursuant to Sections 11.7. Section 11.6 and 12.9.;
(hf) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Term Loan Agreement (Colonial Realty Limited Partnership)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers or the other Loan Parties hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. 11.7 and 12.9.;
(hf) payments payment of all other Obligations and other amounts due and owing by the Borrower Borrowers and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article IX hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(bi) amounts due to the Lenders in respect of fees pursuant to Sections 2.09, 3.03, 7.15, 11.05 and expenses due under Section 12.2., pro rata in the amount then due each Lender11.11 hereof;
(cii) amounts due to (A) NationsBank pursuant to Section 3.04 hereof, and (B) the Agent pursuant to Section 10.11 hereof;
(iii) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(eiv) payments of principal of Swingline Loans;
(f) payments of principal of all other on Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to the extent that any NationsBank);
(v) payment of cash amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Accountin respect of Outstanding Letters of Credit pursuant to Section 9.01(B) hereof;
(gvi) amounts due the Agent and the payment of Obligations owed a Lender or Lenders pursuant to Sections 11.7. and 12.9.Swap Agreements on a pro rata basis according to amounts owed;
(hvii) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documentsthis Agreement, if any, to be applied for the ratable benefit of the Lenders; and
(iviii) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower Borrowers or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Samples: Revolving Credit and Reimbursement Agreement (Capstone Capital Corp)
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and the maturity of any of the Obligations Notes has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied by the Agent in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.212.3., pro rata in the amount then due each Lender;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit deposited into the Collateral Account;
(g) amounts due to the Agent and the Lenders pursuant to Sections 11.711.8. and 12.912.5.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been acceleratedaccelerated or the Maturity Date has occurred, all payments received by the Administrative Agent under any of the Loan DocumentsDocuments (or by any Lender as the result of the exercise of rights under Section 13.4.), in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement ObligationsLoans, to be applied for the ratable benefit of the Lenders, in such order as the Lenders may determine in their sole discretion;
(d) payments of principal on Swingline Loans;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, Loans to be applied for the ratable benefit of the Lenders; provided, however, Lenders in such order as the Lenders may determine in their sole discretion;
(f) amounts to be deposited into the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Letter of an outstanding Credit Collateral Account in respect of Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.6. and 12.913.10.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, Documents to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (RLJ Lodging Trust)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent (or any Lender as a result of its exercise of remedies permitted under Section 13.4. under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for paid to the ratable benefit of Lenders and the LendersIssuing Bank equally and ratably in accordance with the respective amounts thereof then due and owing;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.7. and 12.913.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Corporate Office Properties Trust)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent (or any Lender as a result of its exercise of remedies permitted under Section 12.3.) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Bank and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for to be paid to the ratable benefit of Lenders and the LendersIssuing Bank equally and ratably in accordance with the respective amounts thereof then due and owing;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, Liabilities to be applied for paid to the ratable benefit of Lenders and the LendersIssuing Bank equally and ratably in accordance with the respective amounts thereof then due and owing to such Persons; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.711.6. and 12.9.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Colonial Realty Limited Partnership)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent (or any Lender as a result of its exercise of remedies permitted under Section 12.3.) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower or any other Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Administrative Agent and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2[Intentionally Omitted]., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loansall Loans to be paid to the Lenders equally and ratably in accordance with the respective amounts thereof then due and owing;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;[Intentionally Omitted].
(e) payments of principal of Swingline Loansall Loans to be paid to the Lenders equally and ratably in accordance with the respective amounts thereof then due and owing to such Persons;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, amounts due to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Administrative Agent and the Lenders pursuant to Sections 11.711.6. and 12.9.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(fd) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit LiabilitiesLC Exposure, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(ge) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(hf) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties Borrowers under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent (or any Lender as a result of its exercise of remedies permitted under Section 12.3.) under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Banks and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees until paid in full;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and on Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Banks;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders and the Issuing Banks, as the case may be; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Agent Administrative Agent, the Issuing Banks and the Lenders pursuant to Sections 11.711.6. and 12.9.. to be applied for the ratable benefit of the Administrative Agent, the Issuing Banks and the Lenders;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower Borrowers hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments payment of all other Obligations and other amounts due and owing by the Borrower Borrowers and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Lexington Corporate Properties Trust)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to ARTICLE XI hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees and expenses due under Section 12.2.Lenders pursuant to SECTIONS 3.10, 4.3, 4.4 AND 13.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderAgent pursuant to SECTION 12.9;
(c) payments of interest on Swingline LoansLoans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(d) payments of interest on all other principal of Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal cash amounts to the Agent in respect of Swingline LoansLetter of Credit Outstandings pursuant to SECTION 11.1(B);
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, amounts due to the extent that any amounts available for distribution Lenders pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of CreditSECTIONS 4.2(G), such amounts shall be paid to the Agent for deposit into the Collateral Account9.15 and 13.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by to the Borrower and the other Loan Parties Lenders under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist have occurred and be continuing and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Credit Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent and the Lenders in respect of fees Fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect payments of fees and expenses due under Section 12.2., pro rata in the amount then due each Lenderinterest on Swingline Loans;
(c) payments of interest principal on Swingline Loans;
(d) payments of interest on all other Revolving Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Revolving Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral AccountSection 2.11.;
(g) amounts due to the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Credit Documents, if any, to be applied for the ratable benefit of the Lenders;
(i) amounts due Lenders in respect of Swap Obligations, to be applied for the ratable benefit of such Lenders; and
(ij) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Serologicals Corp)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments or if an Event of Default specified in Section 11.1(a) and/or (b) shall exist, any amounts received by the Agent under any on account of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, Specified Derivatives Obligations shall be applied in the following order and priority:
(a) that portion of the Obligations constituting fees, indemnities, expenses and other amounts due (including fees, charges and disbursements of counsel to the Administrative Agent) payable to the Administrative Agent (in respect of fees and expenses due under Section 12.2.its capacity as administrative agent);
(b) that portion of the Obligations constituting fees, indemnities, expenses and other amounts due (other than principal, interest and Letter of Credit fees) payable to the Lenders and the L/C Issuer (in respect its capacity as issuer of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderLetters of Credit);
(c) payments of interest on Swingline Loans;
(d) payments of Letter of Credit fees and interest on all other Loans and Reimbursement Obligations, to be applied for pro rata in the ratable benefit of the Lendersamount then due each Lender;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for and all Specified Derivatives Obligations then owing, pro rata in the ratable benefit of the Lendersamount then due each Lender, L/C Issuer and Specified Derivatives Provider; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the L/C Collateral AccountAccount for the benefit of the L/C Issuer and the Lenders;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto. In no event shall the Administrative Agent apply any amounts so received, or any proceeds of Collateral, to the payment of Specified Derivatives Obligations if and to the extent that, with respect to the Loan Party making such payment, or owning such Collateral, such Specified Derivatives Obligations constitute Excluded Swap Obligations. Notwithstanding the foregoing, Specified Derivatives Obligations shall be excluded from the application described above if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may request, from the applicable Specified Derivatives Provider. Each Specified Derivatives Provider not a party to the Credit Agreement that has given the notice contemplated by the preceding sentence shall, by such notice, be deemed to have acknowledged and accepted the appointment of the Administrative Agent pursuant to the terms of Article XII hereof for itself and its Affiliates as if a “Lender” party hereto.
Appears in 1 contract
Samples: Credit Agreement (HC Government Realty Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Bank;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders in such order and priority as the Lenders may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.6. and 12.913.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Excel Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been acceleratedexists, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Guaranteed Obligations or any other amounts payable by the Borrower any Loan Party hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent Administrative Agent, the Issuing Banks and the Lenders in respect of fees and expenses due under Section 12.2.. until paid in full, and then Fees until paid in full;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and on Reimbursement Obligations, Obligations to be applied for the ratable benefit of the LendersLenders and the Issuing Banks;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, and Specified Derivatives Obligations to be applied for the ratable benefit of the Lenders, the Issuing Banks and the Specified Derivatives Providers, as the case may be; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Agent Administrative Agent, the Issuing Banks and the Lenders pursuant to Sections 11.711.6. and 12.9.. to be applied for the ratable benefit of the Administrative Agent, the Issuing Banks and the Lenders;
(hg) payments of all other Guaranteed Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Sl Green Operating Partnership, L.P.)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article X hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 2.10, 3.3, 3.4 and expenses due under Section 12.2.13.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender12.8;
(c) payments of interest on Swingline Loans;
(d) payments of interest on all other , Swing Line Loans and Reimbursement Obligations, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(ed) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Swing Line Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, Lenders (with amounts payable in respect of Swing Line Outstandings being included in such calculation and paid to NationsBank);
(e) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such Credit pursuant to Section 10.1(B);
(f) amounts shall be paid due to the Agent for deposit into the Collateral AccountLenders pursuant to Sections 3.2(g), 8.16 and 13.9;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders;
(h) amounts due to any of the Lenders in respect of Obligations consisting of liabilities under any Swap Agreement with any of the Lenders on a pro rata basis according to the amounts owed; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article XI hereof, all payments received by the Agent under any pursuant to the terms of the Loan DocumentsIntercreditor Agreements, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent reasonable expenses incurred in respect of connection with retaking, holding, preserving, processing, maintaining or preparing for sale, lease or other disposition of, any Collateral, including reasonable attorney's fees and legal expenses due under Section 12.2.pertaining thereto;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.the Issuing Bank pursuant to Sections 4.6(a), pro rata in the amount then due each Lender4.6(b), 4.6(c) and 13.5;
(c) payments of interest on Swingline Loansamounts due to the Agent pursuant to Section 4.6(d);
(d) payments of interest on all other Revolving Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(e) payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Loans and Reimbursement Obligations and other Letter of Credit LiabilitiesObligations, to be applied for the ratable benefit of the Lenders; provided, however, ;
(f) payments of cash amounts to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount Agent in respect of an outstanding Letters of Credit, such amounts shall be paid Credit pursuant to the Agent for deposit into the Collateral AccountSection 11.1(B);
(g) amounts due to the Issuing Bank, the Agent and the Lenders pursuant to Sections 11.7. 3.2(h), 9.16 and 12.9.13.9;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(i) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Samples: Credit Agreement (Cone Mills Corp)
Allocation of Proceeds. If an Event of a Default shall exist exists and maturity of all or any portion of the Obligations Loan has been acceleratedaccelerated or the Maturity Date has occurred, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations Loan or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Administrative Agent and the Lenders in respect of fees and expenses due under Section 12.2.8.2 until paid in full, and then any fees due hereunder;
(b) amounts due to the Administrative Agent and the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderProtective Advances;
(c) payments of interest (i) on Swingline Loansthe Loan, and (ii) in respect of any Derivative Contract with Administrative Agent or any Lender, in each case to be applied for the ratable benefit of the Lenders in such order as the Lenders may determine in their sole discretion;
(d) payments of interest principal on all other Loans the Loan and Reimbursement Obligationstermination payments due under any Derivative Contract with Administrative Agent or any Lender, to be applied for the ratable benefit of the Lenders, in such order as the Lenders may determine in their sole discretion;
(e) payments of principal of Swingline Loansamounts due to the Administrative Agent and the Lenders pursuant to Sections 11.12 and 12.1;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan DocumentsDocuments and the Derivative Contract, if any, to be applied for the ratable benefit of the Lenders; and
(ig) any amount remaining after application as provided above, shall be paid to the Borrower Borrowers or whomever else may be legally entitled thereto.
Appears in 1 contract
Allocation of Proceeds. If an Event of Default shall exist and maturity of any of the Obligations has been accelerated, all payments received by the Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent and the Lenders in respect of fees and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each Lender;
(c) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(gf) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(hg) payments payment of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (UDR, Inc.)
Allocation of Proceeds. If an Event of Default shall exist has occurred and not been waived, and the maturity of any of the Obligations Notes has been acceleratedaccelerated pursuant to Article IX hereof, all payments received by the Agent under any of the Loan Documentshereunder, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunderhereunder, shall be applied by the Agent in the following order and priorityorder:
(a) amounts due to the Agent in respect of fees Lenders pursuant to Sections 3.6(a) and expenses due under Section 12.2.11.5;
(b) amounts due to the Lenders in respect of fees and expenses due under Agent pursuant to Section 12.2., pro rata in the amount then due each Lender3.6(b);
(c) payments of interest on Swingline LoansRevolving Loans to be applied for the ratable benefit of the Lenders (with amounts payable in respect of L/C Borrowings and Swing Line Outstandings being included in such calculation and paid to the applicable L/C Issuer and the Swing Line Lender, respectively) and payments of interest on Competitive Bid Loans to be applied to the applicable Competitive Bid Lender;
(d) payments of interest on all other Loans and Reimbursement Obligationsprincipal of Revolving Loans, to be applied for the ratable benefit of the LendersLenders (with amounts payable in respect of L/C Borrowings and Swing Line Outstandings being included in such calculation and paid to the applicable L/C Issuer and the Swing Line Lender, respectively) and payments of principal of Competitive Bid Loans to be applied to the applicable Competitive Bid Lender;
(e) payments of principal of Swingline Loansamounts due to the Agent and the Lenders pursuant to Section 11.9;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, such amounts shall be paid to the Agent for deposit into the Collateral Account;
(g) amounts due the Agent and the Lenders pursuant to Sections 11.7. and 12.9.;
(h) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and;
(ig) any amount surplus remaining after application as provided abovefor herein, shall be paid to the Borrower or whomever else otherwise as may be legally entitled theretorequired by applicable law.
Appears in 1 contract
Samples: Credit Agreement (V F Corp)
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Obligations has been accelerated, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) amounts due to the Agent in respect of fees Administrative Agent, the Issuing Bank and expenses due under Section 12.2.;
(b) amounts due to the Lenders in respect of fees and expenses due under Section 12.2.13.2. until paid in full, pro rata in the amount and then due each LenderFees;
(cb) payments of interest on Swingline Loans;
(dc) payments of interest on all other Loans and Reimbursement Obligations, Obligations to be applied for the ratable benefit of the Lenders;
(ed) payments of principal of Swingline Loans;
(fe) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, to be applied for the ratable benefit of the LendersLenders in such order and priority as the Lenders may determine in their sole discretion; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters Letter of Credit, such amounts shall be paid to the Administrative Agent for deposit into the Letter of Credit Collateral Account;
(gf) amounts due to the Administrative Agent and the Lenders pursuant to Sections 11.712.6. and 12.913.10.;
(hg) payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ih) any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.
Appears in 1 contract
Samples: Credit Agreement (Excel Trust, Inc.)
Allocation of Proceeds. If an Event of Default shall exist exists and maturity of any of the Debt and the Other Obligations has been acceleratedaccelerated or the Maturity Date has occurred, all payments received by the Administrative Agent under any of the Loan Documents, in respect of any principal of or interest on the Debt and the Other Obligations or any other amounts payable by the Borrower hereunder or thereunder, shall be applied in the following order and priority:
(a) First, to amounts due to the Administrative Agent and Lenders in respect of fees and expenses due under Section 12.2.10.13 until paid in full, and then fees;
(b) Second, to amounts due to the Lenders Administrative Agent and Xxxxxxx in respect of fees and expenses due under Section 12.2., pro rata in the amount then due each LenderProtective Advances;
(c) Third, to payments of interest on Swingline Loans;
(d) payments of interest on all other Loans and Reimbursement Obligations, the Loan to be applied for the ratable benefit of the Lenders, in such order as Lenders may determine in their sole discretion;
(ed) Fourth, to payments of principal of Swingline Loans;
(f) payments of principal of all other Loans, Reimbursement Obligations and other Letter of Credit Liabilities, the Loan to be applied for the ratable benefit of the Lenders; provided, however, to the extent that any amounts available for distribution pursuant to this subsection are attributable to the issued but undrawn amount of an outstanding Letters of Credit, Lenders in such amounts shall be paid to the Agent for deposit into the Collateral Accountorder as Lenders may determine in their sole discretion;
(ge) Fifth, to amounts due the to Administrative Agent and the Lenders pursuant to Sections 11.7. and 12.9.any indemnifications pursuant to Section 10.13 or Section 11.8;
(hf) Sixth, to payments of all other Obligations and other amounts due and owing by the Borrower and the other Loan Parties under any of the Loan Documents, if any, to be applied for the ratable benefit of the Lenders; and
(ig) Lastly, any amount remaining after application as provided above, shall be paid to the Borrower or whomever else may be legally entitled thereto.. Section
Appears in 1 contract
