Application of Certain Payments and Proceeds. All payments and other amounts received by the Administrative Agent, the Collateral Agent or any Lender after the Obligations have been accelerated (or have matured) or through the exercise of remedies hereunder or under the other Loan Documents shall, unless otherwise required by applicable law, be applied as follows (in each case subject to the terms of the ABL/Bond Intercreditor Agreement):
(a) first, to the payment of that portion of the Obligations constituting Overadvance Loans payable to the Administrative Agent or the Collateral Agent;
(b) second, to the payment of that portion of the Obligations constituting fees, indemnities and expenses and other amounts (including attorneys’ fees and amounts due under Article III) payable to the Administrative Agent or to the Collateral Agent in each case in its capacity as such;
(c) third, to the payment of that portion of the Obligations constituting fees, indemnities and expenses (including attorneys’ fees payable under Section 11.01 and amounts due under Article III, but other than fees owed to any Lender with respect to any FILO Tranche of Loans) payable to each Lender or each LC Issuer, ratably among them in proportion to the aggregate of all such amounts;
(d) fourth, to the payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans (including any Protective Advances other than any Loans under a FILO Tranche) ratably among the Lenders in proportion to the aggregate of all such amounts;
(e) fifth, pro rata to the payment of that portion of the Obligations constituting unpaid principal of the Loans (including any Protective Advances other than any Loans under a FILO Tranche), Unpaid Drawings and the amounts due to Designated Hedge Creditors under Designated Hedge Agreements (with respect to any Designated Hedge Agreements, solely to the extent that the applicable Designated Hedge Creditor and the Borrower have specified Designated Hedge Reserves with respect thereto in a Borrowing Base Certificate or otherwise in accordance with the definition thereof) subject to confirmation by the Administrative Agent that any calculations of termination or other payment obligations are being made in accordance with normal industry practice ratably among the Lenders, each LC Issuer and the Designated Hedge Creditors in proportion to the aggregate of all such amounts;
(f) sixth, to the Administrative Agent for the benefit of each LC Issuer to cash collateralize the Stated Amount of out...
Application of Certain Payments and Proceeds. All payments and other amounts received by the Global Agent or any Lender (i) at any time on or after the Equalization Date or (ii) at any time from the exercise of remedies hereunder or under the other Loan Documents, whether received from the Collateral Agent, any Credit Party or otherwise, shall in each case unless otherwise required by the terms of the other Loan Documents or by applicable law be applied as follows:
Application of Certain Payments and Proceeds. #4842-1976-9300 #4848-6974-4858
(a) All payments and other amounts received by the Administrative Agent or any Lender through the exercise of remedies hereunder or under the other Loan Documents from any Credit Party and all proceeds received by the Administrative Agent in respect of any sale of, collection from, or other realization upon all or any part of the Collateral pledged by the Credit Parties shall, unless otherwise required by applicable law, be applied as follows:
(i) first, to the payment of that portion of the Obligations constituting fees, indemnities and expenses and other amounts (including attorneys’ fees and amounts due under Article III) payable to the Administrative Agent in its capacity as such;
(ii) second, to the payment of that portion of the Obligations constituting fees, indemnities and expenses (including attorneys’ fees and amounts due under Article III) payable to each Lender, ratably among them in proportion to the aggregate of all such amounts;
(iii) third, to the payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans, ratably among the Lenders in proportion to the aggregate of all such amounts;
(iv) fourth, pro rata to the payment of that portion of the Obligations constituting unpaid principal of the Loans ratably among the Lenders in proportion to the aggregate of all such amounts;
(v) fifth, to the payment of all other Obligations of the Credit Parties owing under or in respect of the Loan Documents that are then due and payable to the Secured Creditors, ratably based upon the respective aggregate amounts of all such Obligations owing to them on such date; and
(vi) finally, any remaining surplus after all of the Obligations have been paid in full, unless required to be distributed pursuant to Section 4.1 of the Priming Facility Intercreditor Agreement, to the Parent Guarantor or to whomsoever shall be lawfully entitled thereto. It is understood and agreed that if a Triggering Event occurs, including as a result of the occurrence of an Event of Default, the Make-Whole Premium determined as of the date of such Triggering Event will also be due and payable and will be treated and deemed as though the Term Loans were prepaid as of such date and shall constitute part of the Obligations for all purposes herein (subject to the Make-Whole Premium Exceptions) in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a...
Application of Certain Payments and Proceeds. All payments and other amounts received by the Lender through the exercise of remedies hereunder or under the other Loan Documents shall, unless otherwise required by the terms of the other Loan Documents or by applicable law, be applied as follows:
(i) first, to the payment of that portion of the Obligations constituting fees, indemnities and expenses and other amounts (including attorneys’ fees and amounts due under Article III) payable to the Lender;
(ii) second, to the payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans;
(iii) third, to the payment of that portion of the Obligations constituting unpaid principal of the Loans;
(iv) fourth, to the payment of all other Obligations of the Borrowers owing under or in respect of the Loan Documents that are then due and payable to the Lender; and
(v) finally, any remaining surplus after all of the Obligations have been paid in full, to the Borrowers or to whomsoever shall be lawfully entitled thereto.
Application of Certain Payments and Proceeds. All payments and other amounts received by the Administrative Agent or any Lender through the exercise of remedies hereunder or under the other Loan Documents shall, unless otherwise required by the terms of the other Loan Documents or by applicable law, be applied as follows:
Application of Certain Payments and Proceeds. All payments and other amounts received by the Administrative Agent, any LC Issuer or any Lender (i) at any time on or after the Sharing Date or (ii) at any time from the exercise of remedies hereunder or under the other Loan Documents, shall in each case unless otherwise required by the terms of the other Loan Documents or by applicable law be applied as follows:
Application of Certain Payments and Proceeds. All payments and other amounts received by the Administrative Agent or any Lender through the exercise of remedies hereunder or under the other Loan Documents shall, unless otherwise required by the terms of the other Loan Documents or by applicable law, and subject to Section 2.08(e), be applied as follows:
(i) first, to the payment of that portion of the Obligations constituting fees, indemnities and expenses and other amounts (including attorneys’ fees and amounts due under Article III) payable to the Administrative Agent in its capacity as such;
(ii) second, to the payment of that portion of the Obligations constituting fees, indemnities and expenses (including attorneys’ fees and amounts due under Article III) payable to each Lender or each LC Issuer, ratably among them in proportion to the aggregate of all such amounts;
(iii) third, to the payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and Unpaid Drawings with respect to Letters of Credit, ratably among the Lenders in proportion to the aggregate of all such amounts;
(iv) fourth, pro rata to the payment of (A) that portion of the Obligations constituting unpaid principal of the Loans and Unpaid Drawings, ratably among the Lenders and each LC Issuer in proportion to the aggregate of all such amounts, (B) the amounts due to (i) providers of Banking Services Obligations in respect of such Obligations and (ii) Designated Hedge Creditors under Designated Hedge Agreements subject to confirmation by the Administrative Agent that any calculations of termination or other payment obligations are being made in accordance with normal industry practice and (C) to the Administrative Agent for the benefit of each LC Issuer to Cash Collateralize the Stated Amount of outstanding Letters of Credit;
(v) fifth, to the payment of all other Obligations of the Credit Parties owing under or in respect of the Loan Documents and in respect of Banking Services Obligations that are then due and payable to the Administrative Agent, each LC Issuer, the Swing Line Lender, the Lenders and the Designated Hedge Creditors, ratably based upon the respective aggregate amounts of all such Obligations owing to them on such date; and
(vi) finally, any remaining surplus after all of the Obligations have been paid in full, to the Borrower or to whomsoever shall be lawfully entitled thereto.
Application of Certain Payments and Proceeds. All payments and other amounts received by the Agent or any Lender (i) at any time on or after the Equalization Date or (ii) at any time from the exercise of remedies hereunder or under the other Credit Documents, shall in each case unless otherwise required by the terms of the other Loan Documents or by applicable law be applied as follows:
Application of Certain Payments and Proceeds. Notwithstanding any contrary provision contained in the SBI Documents or the ICICI Documents, after the occurrence and throughout the continuance of any event of default under any SBI Documents or ICICI Documents, all proceeds from the sale, lease, disposition, liquidation or realization of any Collateral shall be disbursed promptly to SBI and ICICI pro rata on a pari passu basis in accordance with the amount of loans and credit facilities presently made available by SBI and ICICI, respectively, to the Borrower as evidenced by their respective Notes until all outstanding obligations under the SBI Documents and ICICI Documents are fully satisfied. In addition, SBI or ICICI, as the case may be, shall be entitled to its costs, disbursements, and reasonable attorneys’ fees incurred in their respective collection.
Application of Certain Payments and Proceeds. THE ADMINISTRATIVE AGENT AND COLLATERAL AGENT Section 9.01 Appointment
