Common use of Application of Collateral; Application of Liquidation Proceeds Clause in Contracts

Application of Collateral; Application of Liquidation Proceeds. If an Event of Default shall occur and be continuing, the Lender, with or without proceeding with sale or foreclosure or demanding payment of the Obligations, shall, without notice, at any time, appropriate and apply to the Obligations all monies received with respect to any and all Collateral of the Borrowers in the possession of the Lender as follows: (i) First, to the payment of all expenses (to the extent not otherwise paid by the Borrowers) incurred by the Lender in connection with the exercise of such remedies, including, without limitation, all reasonable costs and expenses of collection, reasonable documented attorneys’ fees, court costs and any foreclosure expenses, including without limitation all costs and expenses incurred in connection with the enforcement and foreclosure of the mortgage liens created by the instruments Section 3.1(b) through Section 3.1(g); (ii) Second, to the payment of any fees then accrued and payable to the Lender under this Agreement; (iii) Third, to the payment of interest then accrued on the Loan; (iv) Fourth, to the payment of the principal balance then owing on the Loan to the Lender determined based on such outstanding and such deficiency; (v) Fifth, to the payment of all amounts owing to Lender in connection with cash management services provided by Lender to the Borrowers and their Subsidiaries; and (vi) Last, 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 Collateral; Application of Liquidation Proceeds. If an Event of Default shall occur and be continuing, the Lender, with or without proceeding with sale or foreclosure or demanding payment of the Obligations, shall, without notice, at any time, appropriate and apply to the Obligations all monies received with respect to any and all Collateral of the Borrowers in the possession of the Lender as follows: (i) First, to the payment of all expenses (to the extent not otherwise paid by the Borrowers) incurred by the Lender in connection with the exercise of such remedies, including, without limitation, all reasonable costs and expenses of collection, reasonable documented attorneys’ fees, court costs and any foreclosure expenses, including without limitation all costs and expenses incurred in connection with the enforcement and foreclosure of the mortgage liens created by the instruments Section 3.1(b) through Section 3.1(g3.1 (g); (ii) Second, to the payment of any fees then accrued and payable to the Lender under this Agreement; (iii) Third, to the payment of interest then accrued on the LoanLoans; (iv) Fourth, to the payment of the principal balance then owing on the Loan Loans to the Lender determined based on such outstanding and such deficiency; (v) Fifth, to the payment of all amounts owing to Lender in connection with cash management services provided by Lender to the Borrowers and their Subsidiaries; and (vi) Last, 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 Collateral; Application of Liquidation Proceeds. If an Event of Default shall occur and be continuing, the LenderThe Agent, with or without proceeding with sale or foreclosure or demanding payment of the Obligations, shall, without notice, at any time, appropriate and apply to the Secured Obligations all monies received with respect to any and all Collateral of the Borrowers Borrower and the Subsidiary Guarantors in the possession of the Agent or the Lenders as follows. All monies received by the Agent or any Lender from the exercise of remedies under this Agreement or the other Loan Documents unless otherwise required by the terms of the other Loan Documents or by applicable Law, shall be applied as follows: (i) First, to the payment of all reasonable expenses (to the extent not otherwise paid by the Borrowers) incurred by the Lender Agent and the Lenders in connection with the exercise of such remedies, including, without limitation, all reasonable costs and expenses of collection, reasonable documented attorneys’ ' fees, court costs and any foreclosure expenses, including without limitation all costs and expenses incurred in connection with the enforcement and foreclosure of the mortgage liens created by the instruments Section 3.1(b) through Section 3.1(g); (ii) Second, to the payment pro rata of any fees interest then accrued and payable to on the Lender under this Agreementoutstanding Term Loans; (iii) Third, to the payment pro rata of interest the principal balance then accrued owing on the Loanoutstanding Term Loans in such order as the Agent may choose in its sole discretion; (iv) Fourth, to the payment pro rata of the principal balance any fees then owing on the Loan accrued and payable to the Agent or any Lender determined based on such outstanding and such deficiencyunder this Agreement; (v) Fifth, to the payment of all amounts owing to Lender in connection with cash management services provided by Lender to the Borrowers and their Subsidiaries; and (vi) LastFinally, any remaining surplus surplus, after all of the Obligations Term Loans have been paid in fullfull and the Lenders have been paid, to the Borrowers Borrower or to whomsoever shall be lawfully entitled thereto.