Common use of Application of Funds Clause in Contracts

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRST, to payment of that portion of the Obligations constituting fees, indemnities and expenses (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECOND, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRD, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.

Appears in 6 contracts

Samples: 364 Day Credit Agreement (Athene Holding Ltd.), Credit Agreement (Athene Holding LTD), Credit Agreement (Athene Holding LTD)

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Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion prepayment premium with respect to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Third held by them; Fourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Secured Parties in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 5 contracts

Samples: Credit Agreement (Intuity Medical, Inc.), Credit Agreement (Establishment Labs Holdings Inc.), Credit Agreement (Establishment Labs Holdings Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Term Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received from any Loan Party, from the liquidation of any Collateral of any Loan Party, or on account of the Obligations shallObligations, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent against the Obligations in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent Agent, in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting feesindemnities, indemnities expenses, and other amounts (other than principal principal, interest and interestfees) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Term Loans and other Obligations, and fees (including any Early Termination Fee), ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Term Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTFifth, to payment of all other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Fifth held by them; Last, the balance, if any, after Payment in Full of all of the Obligations have been paid in fullObligations, to the Borrowers Loan Parties or as otherwise required by Requirement of Law.

Appears in 5 contracts

Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.15, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, Loans ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 5 contracts

Samples: Term Loan Credit Agreement (Laboratory Corp of America Holdings), Term Loan Credit Agreement (Laboratory Corp of America Holdings), Term Loan Credit Agreement (Laboratory Corp of America Holdings)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.14, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 5 contracts

Samples: Term Loan Agreement (Tanger Properties LTD Partnership /Nc/), Term Loan Agreement (Tanger Properties LTD Partnership /Nc/), Term Loan Agreement (Tanger Properties LTD Partnership /Nc/)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest, prepayment premium and interestexit fees) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans on, and other Obligationsprepayment premium and exit fees with respect to, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Third held by them; Fourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Secured Parties in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 4 contracts

Samples: Credit Agreement (Recro Pharma, Inc.), Credit Agreement (Recro Pharma, Inc.), Credit Agreement (Kala Pharmaceuticals, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 7.2 (or after the Loans have automatically become immediately due and payable and the LC Exposures have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.027.2), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.21 and 2.22, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article IIIAgent) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations arising under the Loan Documents constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit participation fees under Section 2.12(b)) payable to the Lenders and the Issuing Bank (including fees, charges and disbursements of counsel to the respective Lenders and the Issuing Bank arising under the Loan Documents and amounts payable under Article IIISections 2.15, 2.16 and 2.17), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit participation fees under Section 2.12(b) and interest on the Loans Loans, LC Borrowings and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders and the Issuing Bank in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 4 contracts

Samples: Credit Agreement (Borgwarner Inc), Credit Agreement (Borgwarner Inc), Credit Agreement (Borgwarner Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shallwill, subject to the provisions of Section 2.122.17, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 4 contracts

Samples: Amendment Agreement (Warner Chilcott LTD), Cash Bridge Credit and Guaranty Agreement (Actavis PLC), Term Loan Credit and Guaranty Agreement (Actavis PLC)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent Attorney Costs and amounts payable under Article III) payable to the Administrative Agent under the Loan Documents in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Attorney Costs and amounts payable under Article III)) under the Loan Documents, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; Fifth, to payment of that portion of the Obligations in respect of Swap Contracts, ratably among the counterparties thereto, in proportion to the respective amounts described in this clause Fifth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 4 contracts

Samples: Credit Agreement (Fidelity National Title Group, Inc.), Credit Agreement (Fidelity National Title Group, Inc.), Credit Agreement (Fidelity National Title Group, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.14, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges expenses and disbursements of any law firm or other external counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent under the Loan Documents in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges expenses and disbursements of any law firm or other external counsel to the respective Lenders and amounts payable under Article III)) under the Loan Documents, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 4 contracts

Samples: Term Loan Credit Agreement (Fidelity National Financial, Inc.), Credit Agreement (Fidelity National Financial, Inc.), Term Loan Credit Agreement (Fidelity National Financial, Inc.)

Application of Funds. After If the circumstances described in Section 2.12(g) have occurred, or after the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), including in any bankruptcy or insolvency proceeding, any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent Agent, subject to the terms of any applicable Acceptable Intercreditor Agreement then in effect, in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest interest, but including fees, charges and disbursements of counsel to the Administrative Agent Attorney Costs payable under Section 10.04 and amounts payable under Article III) payable to the Administrative each Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest, Cash Management Obligations and obligations under Secured Hedge Agreements) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Attorney Costs payable under Section 10.04 and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations(including, but not limited to, post-petition interest), ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 3 contracts

Samples: Credit Agreement (Holley Inc.), Credit Agreement (Holley Inc.), Credit Agreement (Holley Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 7.01 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.027.01), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article IIIpursuant to Sections 2.12 and 2.14) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interest) fees payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article IIIpursuant to Sections 2.12 and 2.14), ratably among them in proportion to the respective amounts described in this clause Second payable to them); THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid fees and interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in fullfull (other than contingent indemification and other contingent obligations not then due), to the Borrowers Borrower or as otherwise required by Lawlaw.

Appears in 3 contracts

Samples: Revolving Credit Agreement (Netflix Inc), Revolving Credit Agreement (Netflix Inc), Revolving Credit Agreement (Netflix Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations in respect of the Loan Documents shall, subject to the provisions of Section 2.122.13, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges and disbursements of counsel to the respective Lenders Administrative Agent and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Company or as otherwise required by Law.

Appears in 3 contracts

Samples: Credit Agreement (Mattel Inc /De/), Credit Agreement (Mattel Inc /De/), Credit Agreement (Mattel Inc /De/)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Committed Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.14, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Committed Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 3 contracts

Samples: Credit Agreement (Tetra Technologies Inc), Credit Agreement (Tetra Technologies Inc), Credit Agreement (Tetra Technologies Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans Notes have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Purchaser or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest, repayment premium and interestexit fees) payable to the Lenders Purchasers (including fees, charges and disbursements of counsel to the respective Lenders Purchasers) arising under the Note Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on on, and repayment premium and exit fees with respect to, the Loans and other ObligationsNotes, ratably among the Lenders Purchasers in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the LoansNotes, ratably among the Lenders Secured Parties in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Issuer or as otherwise required by Law.

Appears in 3 contracts

Samples: Note Purchase Agreement (RVL Pharmaceuticals PLC), Note Purchase Agreement (Puma Biotechnology, Inc.), Note Purchase Agreement (Osmotica Pharmaceuticals PLC)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans on, and other Obligationsany compensation due with respect to, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Third held by them; Fourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Secured Parties in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 3 contracts

Samples: Credit Agreement (Societal CDMO, Inc.), Credit Agreement (Societal CDMO, Inc.), Credit Agreement (Societal CDMO, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shallObligations, subject to the provisions of Section 2.122.16, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 3 contracts

Samples: Credit Agreement (Sonoco Products Co), Credit Agreement (Sonoco Products Co), Credit Agreement (Sonoco Products Co)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02)8.2, any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to the payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including any Collateral-Related Expenses, fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article IIISections 2.16, 2.17 and 2.18) payable to the Administrative Agent in its capacity as suchsuch (including interest thereon); SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees) payable to the Lenders Lenders, the L/C Issuer (including fees (other than Letter of Credit Fees)) payable to the L/C Issuer and the reasonable fees, charges and disbursements of counsel to the respective Lenders and the L/C Issuer and amounts payable under Article IIISections 2.16, 2.17 and 2.18), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on in respect of the Loans and other ObligationsLetter of Credit Obligations which have not yet been converted into Revolving Loans, in each case, ratably among the Lenders and the L/C Issuer in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 3 contracts

Samples: Credit Agreement (DoubleVerify Holdings, Inc.), Amendment and Restatement Agreement (DoubleVerify Holdings, Inc.), Amendment and Restatement Agreement (DoubleVerify Holdings, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent or the Documentation Agent, as applicable, and amounts payable under Article III) payable to the Administrative Agent or the Documentation Agent, as applicable, each in its respective capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Rti International Metals Inc), Credit Agreement (Rti International Metals Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have Term Loan has automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Term Loan and other Obligations, Obligations ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, Term Loan ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Agreement (Plum Creek Timber Co Inc), Term Loan Agreement (Plum Creek Timber Co Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.18, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III3) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III3), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Loans, and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Adobe Inc.), Credit Agreement (Adobe Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Term Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, 2.12 be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Term Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Term Loans, ratably among the Lenders Lenders, in proportion to the respective amounts described in this clause Fourth held by payable to them; and LASTLast, the balance, if any, after all the occurrence of the Obligations have been paid in fullTermination Date, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Citrix Systems Inc), Term Loan Credit Agreement (Citrix Systems Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, any Borrower shall be applied by the Administrative Agent to the then outstanding Obligations of such Borrower in the following order: FIRST: (a) First, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including including, without limitation, fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECOND; (b) Second, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including including, without limitation, fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this Second clause Second payable to them; THIRD; (c) Third, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this Third clause Third payable to held by them; FOURTH; (d) Fourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this Fourth clause Fourth held by them; and LASTand (e) Last, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers such Borrower or as otherwise required by applicable Law.

Appears in 2 contracts

Samples: Credit Agreement (Public Service Co of New Hampshire), Credit Agreement

Application of Funds. After the exercise of remedies provided for in Section 8.02 8.2 (or after the Loans Obligations have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received from or on account of the Loan Parties (including, without limitation, any Collateral furnished by any of them) on account of the Obligations shall, subject to the provisions of Section 2.122.15, be applied by the Administrative Agent in the following order, subject in each case to the ABL Intercreditor Agreement and any applicable Customary Intercreditor Agreement: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, Credit Party Expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as suchAgent; SECONDSecond, to payment of that portion of the Obligations constituting feesindemnities (including indemnities due under Section 10.4 hereof), indemnities Credit Party Expenses, and other amounts (other than principal principal, interest and interestfees) payable to the Lenders (including fees, charges and disbursements of counsel Credit Party Expenses to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the all other Obligations constituting accrued and unpaid interest on the Loans and other Obligationsfees, ratably among the Lenders Credit Parties in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Loan Parties or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Lands' End, Inc.), Term Loan Credit Agreement (Lands' End, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received on account of the Obligations shall, subject to of the provisions of Section 2.12, Borrower shall be applied by the Administrative Agent to the then outstanding Obligations of the Borrower in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Public Service Co of New Hampshire), Credit Agreement (Connecticut Light & Power Co)

Application of Funds. After Subject to any Intercreditor Agreement, after the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Secured Obligations shall, subject to the provisions (including proceeds of Section 2.12, Collateral) shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the LoansLoans and to payment of the unpaid Secured Hedging Obligations, ratably among the Lenders Hedge Banks to the Secured Hedging Agreements giving rise to such Secured Hedging Obligations in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Secured Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Contura Energy, Inc.), Credit Agreement (Contura Energy, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.15, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges and disbursements of one single counsel to the respective Lenders Lenders, taken as a group, and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Career Education Corp), Credit Agreement (Career Education Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Plum Creek Timber Co Inc), Credit Agreement (Plum Creek Timber Co Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.3 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.2), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III)Section 4.3, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligationsamounts payable under Sections 3.7, 3.8 and 3.10, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Lawlaw.

Appears in 2 contracts

Samples: Credit Agreement (Acutus Medical, Inc.), Credit Agreement (Acutus Medical, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent (including fees and time charges for attorneys who may be employees of Agent) and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestL/C Fees) payable to Lenders and the Lenders L/C Issuer (including fees, charges and disbursements of counsel to the respective Lenders and the L/C Issuer (including fees and time charges for attorneys who may be employees of any Lender or the L/C Issuer) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid L/C Fees and interest on the Loans Loans, L/C Borrowings and other Obligations, ratably among Lenders and the Lenders L/C Issuer in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 2 contracts

Samples: Credit Agreement (Shurgard Storage Centers Inc), Credit Agreement (Cbeyond Communications Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Secured Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Secured Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Secured Obligations constituting fees, indemnities and other amounts (other than principal and or interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Secured Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Secured Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Secured Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Seventy Seven Energy Inc.), Term Loan Credit Agreement (Chesapeake Oilfield Operating LLC)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02)8.2, any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to the payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including any Collateral-Related Expenses, fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article IIISections 2.19, 2.20 and 2.21) payable to the Administrative Agent in its capacity as suchsuch (including interest thereon); SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees) payable to the Lenders Lenders, the Issuing Lender (including any Letter of Credit Fronting Fees, Issuing Lender Fees and the reasonable fees, charges and disbursements of counsel to the respective Lenders and the Issuing Lender and amounts payable under Article IIISections 2.19, 2.20 and 2.21), in each case, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on the Loans and other ObligationsL/C Disbursements which have not yet been converted into Revolving Loans, in each case, ratably among the Lenders and the Issuing Lender, in each case, ratably among them in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 2 contracts

Samples: Credit Agreement (Everyday Health, Inc.), Credit Agreement (Everyday Health, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02)) or if at any time insufficient funds are received by and available to the Administrative Agent to pay fully all Obligations then due hereunder, any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) ), including the Applicable Premium, payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender)) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this Second clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this Third clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 2 contracts

Samples: Credit Agreement (PTC Therapeutics, Inc.), Credit Agreement (Harmony Biosciences Holdings, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) then due and payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) then due and payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations then due and payable, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations then due and payable have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Agreement (Industrial Income Trust Inc.), Term Loan Agreement (Industrial Income Trust Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel counsels to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations (other than contingent indemnification or reimbursement obligations for which no claim has been asserted) have been paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Sisecam Chemicals USA Inc.), Credit Agreement (Ciner Enterprises Inc.)

Application of Funds. After Subject to the Collateral Trust Agreement, after the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the Secured Obligations shall, subject to the provisions (including proceeds of Section 2.12, Collateral) shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees) payable to the Lenders and any L/C Issuer (including fees, charges and disbursements of counsel to the respective Lenders and any L/C Issuer (including fees and time charges for attorneys who may be employees of any Lender or any L/C Issuer) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on the Loans Loans, L/C Borrowings and other Obligations, ratably among the Lenders and any L/C Issuer in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 2 contracts

Samples: Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 7.01 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.027.01), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.21 and Section 2.25, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal including reasonable and interest but including documented out-of-pocket fees, charges and disbursements of outside counsel to the Administrative Agent and amounts payable under Article IIIII) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and other amounts (other than principal and interest) payable to the Lenders Bank (including reasonable and documented out-of-pocket fees, charges and disbursements of outside counsel to the respective Lenders and amounts payable under Article IIIII), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Loans, and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting (i) unpaid principal of the LoansLoans and (ii) amounts owing under Banking Services Agreements and Guaranteed Hedge Agreements, ratably among the Lenders and their Affiliates in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been paid in fullfull in cash, to the Borrowers Company or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Agreement (Bruker Corp), Term Loan Agreement (Bruker Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.15 and 2.16, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees) payable to the Lenders and the L/C Issuers (including fees, charges and disbursements of counsel to the respective Lenders and the L/C Issuers (including fees and time charges for attorneys who may be employees of any Lender or any L/C Issuer) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on the Loans Loans, L/C Borrowings and other Obligations, ratably among the Lenders and the L/C Issuers in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 2 contracts

Samples: Credit Agreement (Tri-State Generation & Transmission Association, Inc.), Credit Agreement (Tri-State Generation & Transmission Association, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRST; First, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: 364 Day Credit Agreement (Cardinal Health Inc), Bridge Loan Agreement (Cardinal Health Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Bridge Loan Agreement (Sandridge Energy Inc), Bridge Loan Agreement (Sandridge Energy Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, any Borrower shall be applied by the Administrative Agent to the then outstanding Obligations of such Borrower in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers such Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Public Service Co of New Hampshire), Credit Agreement (Connecticut Light & Power Co)

Application of Funds. After Subject to the Intercreditor Agreement, after the exercise of remedies provided for in Section 8.02 7.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.027.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Disbursing Agent or the Collateral Agent, as the case may be, in the following order: FIRSTfirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Disbursing Agent and amounts payable under Article IIICollateral Agent) payable to the Administrative Disbursing Agent and the Collateral Agent in its capacity their capacities as such; SECONDsecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, Prepayment Premium and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable Lenders) arising under Article III)the Loan Documents, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDthird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHfourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held payable by them; and LASTlast, the balance, if any, after all of the Obligations have been paid Payment in fullFull, to the Borrowers Borrower or as otherwise required by Requirements of Law.

Appears in 2 contracts

Samples: Credit Agreement (Pacific Investment Management Co LLC), Credit Agreement (FreightCar America, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Revolving Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.18, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article ARTICLE III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article ARTICLE III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Revolving Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Revolving Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Revolving Credit Agreement (TJX Companies Inc /De/), Revolving Credit Agreement (TJX Companies Inc /De/)

Application of Funds. After the exercise of remedies provided for in Section 8.02 11.2 (or after the Loans Notes have automatically become immediately due and payable as set forth in the proviso to Section 8.0211.2), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent (and any of their appointees or delegates) and amounts payable under Article III3) payable to the Administrative Agent in its capacity as suchAgent; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders Purchasers or any holder of a Note (including premiums and fees, charges and disbursements of counsel to the respective Lenders Purchasers and holders of a Note) arising under the Note Documents and amounts payable under Article III)3, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Notes and other ObligationsObligations arising under the Note Documents, ratably among the Lenders Purchasers and the holders of a Note in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the LoansNotes, ratably among the Lenders Purchasers and the holders of a Note in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Company or as otherwise required by Law.

Appears in 2 contracts

Samples: Note Issuance Facility Agreement (Atlantica Yield PLC), Note Issuance Facility Agreement (Atlantica Yield PLC)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Secured Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, Credit Party Expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and the Collateral Agent and amounts payable under Article III) payable to the Administrative Agent and the Collateral Agent, each in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting feesindemnities, indemnities Credit Party Expenses, and other amounts (other than principal principal, interest and interestfees) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, and fees (in each case, as payable to the Lenders), ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; Fifth, to payment of all other Obligations, ratably among the Credit Parties in proportion to the respective amounts described in this clause Fifth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Loan Parties or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Barnes & Noble Education, Inc.), Term Loan Credit Agreement (Barnes & Noble Education, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 6.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.026.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.15, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article IIISections 2.09(e), 2.11 and 2.13) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article IIISections 2.09(e), 2.11 and 2.13), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (SOUTH JERSEY GAS Co), Term Loan Credit Agreement (SOUTH JERSEY GAS Co)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), but subject to the Intercreditor Agreement, any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Investment Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on and prepayment premium on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Verenium Corp), Credit Agreement (Verenium Corp)

Application of Funds. After the exercise of remedies upon the occurrence of an Event of Default provided for in Section 8.02 11.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.0211.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.15, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article IIISection 4) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article IIISection 4), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower Parties or as otherwise required by Law.

Appears in 2 contracts

Samples: Revolving Credit Agreement (AGTB Private BDC), Revolving Credit Agreement (Franklin BSP Capital Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Toro Co), Term Loan Credit Agreement (Toro Co)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.13, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including out-of-pocket fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including out-of-pocket fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers applicable Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Five Year Credit Agreement (Aflac Inc), 364 Day Credit Agreement (Aflac Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 8.01 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent Agents and amounts payable under Article IIIpursuant to Section 2.13 and Section 2.14) payable to the Administrative Agent Agents in its their capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interest) fees payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article IIIpursuant to Section 2.13 and Section 2.14)) payable to the Lenders, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid fees and interest on the Loans and other Obligations, ratably among the Lenders Secured Parties in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loansprincipal, ratably among the Lenders Secured Parties, in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (LendingClub Corp), Credit and Guaranty Agreement (LendingClub Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 8.01 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to last paragraph of Section 8.028.01), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent to the extent payable under Section 11.04 and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations arising under the Loan Documents constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders to the extent payable under Section 11.04 and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the LoansLoans and Obligations then owing under Related Swap Agreements, ratably among the Lenders and the Swap Providers in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Company or as otherwise required by Law.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Global Payments Inc), Term Loan Credit Agreement (Global Payments Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent (including fees and time charges for attorneys who may be employees of Agent) and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid and interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Credit Agreement (Unitil Corp), Credit Agreement (Unitil Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.15 and any applicable Intercreditor Agreement or Other Intercreditor Agreement, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 2 contracts

Samples: Incremental Joinder and Amendment Agreement (Ciena Corp), Credit Agreement (Ciena Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestprepayment premium) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on and prepayment premium with respect to the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been irrevocably paid in fullfull in cash, to the Borrowers Borrower or as otherwise required by Law.. Article X ADMINISTRATIVE AGENT

Appears in 1 contract

Samples: Credit Agreement (Portola Pharmaceuticals Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel to the Administrative Agent (including fees and time charges for attorneys who may be employees of Agent) and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (RGC Resources Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02)payable, any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the payment Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Plains All American Pipeline Lp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestprepayment premium) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans on, and other Obligationsprepayment premium with respect to, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Third held by them; Fourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Secured Parties in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Dermira, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel to the Administrative Agent (including reasonable fees and time charges for attorneys who may be employees of Agent) and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges and disbursements of counsel to the respective Lenders (including reasonable fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Loans, payments under Swap Contracts and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Higher One Holdings, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, 2.12 be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Parent or as otherwise required by Law.

Appears in 1 contract

Samples: Senior Unsecured Term Loan Credit Agreement (Avnet Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have Loan has automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Loan and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the LoansLoan, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Company or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Idex Corp /De/)

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Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.15, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, Loans ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.and

Appears in 1 contract

Samples: Bridge Term Loan Credit Agreement

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestTicking Fees) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders as required by Section 10.04 and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Ticking Fees and interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations (other than contingent indemnification obligations) have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Agreement (Darden Restaurants Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.16, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (BMC Software Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.122.14, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article ARTICLE III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestfees) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article ARTICLE III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid fees and interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers Borrower as its interests appear or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Facility Credit Agreement (Gilead Sciences Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 7.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.22, be applied by the Administrative Agent in the following order: FIRSTfirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses, costs, losses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts Collateral Agent) payable under Article III) payable the Loan Documents to the Administrative Agent and the Collateral Agent in its capacity their capacities as such; SECONDsecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable arising under Article IIIthe Loan Documents), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDthird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHfourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held payable by them; and LASTlast, the balance, if any, after all of the Obligations have been paid Payment in fullFull, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (B. Riley Financial, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso pursuant to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders and the Hedge Providers (including fees, charges and disbursements of counsel to the respective Lenders and Hedge Providers and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the LoansLoans and unpaid net obligations under any Reference Hedge (to the extent not covered under clauses First through Third above), ratably among the Lenders and the Hedge Providers in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Auna S.A.A.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans, unpaid principal of the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Second Lien Credit Agreement (RiskMetrics Group Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders as required by Section 10.04 and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations (other than contingent indemnification obligations) have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Agreement (Darden Restaurants Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans Notes have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Purchaser or the Collateral Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Collateral Agent and amounts payable under Article III) payable to the Administrative Collateral Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders Purchasers (including fees, charges and disbursements of counsel to the respective Lenders Purchasers) arising under the Note Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on and prepayment premium with respect to the Loans and other ObligationsNotes, ratably among the Lenders Purchasers in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the LoansNotes, ratably among the Lenders Purchasers in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Issuer or as otherwise required by Law.

Appears in 1 contract

Samples: Note Purchase Agreement (Agendia N.V.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in payable) or if at any time insufficient funds are received by and available to the proviso Administrative Agent to Section 8.02)pay fully all Obligations then due hereunder, any amounts received on account of the Obligations shall, subject to the provisions of Section Sections 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to arising under the respective Lenders Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Loans, and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Intl Fcstone Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Revolving Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.18, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and Lead Arranger and amounts payable under Article ARTICLE III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article ARTICLE III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Revolving Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Revolving Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: 364 Day Revolving Credit Agreement (TJX Companies Inc /De/)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.14, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges expenses and disbursements of any law firm or other external counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent under the Loan Documents in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including reasonable fees, charges expenses and disbursements of any law firm or other external counsel to the respective Lenders and amounts payable under Article III)) under the Loan Documents, ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.. ARTICLE IX ADMINISTRATIVE AGENT Section

Appears in 1 contract

Samples: Credit Agreement (Fidelity National Financial, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.16 and 2.17, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECOND100 Second, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees) payable to the Lenders and each L/C Issuer (including documented fees, charges and disbursements of counsel to the respective Lenders and L/C Issuers (including documented fees and time charges for attorneys who may be employees of any Lender or L/C Issuer) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on the Loans Loans, L/C Borrowings and other Obligations, ratably among the Lenders and the L/C Issuers in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 1 contract

Samples: Credit Agreement (Athenahealth Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Secured Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order, subject to the Intercreditor Agreements: FIRSTFirst, to payment of that portion of the Secured Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including reasonable fees, charges and disbursements of counsel to the Administrative Agent and/or the Collateral Agent and amounts payable under Article III) payable to the Administrative Agent and/or the Collateral Agent in its capacity as such; SECONDSecond, to payment of that portion of the Secured Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders Secured Parties (including reasonable fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Secured Obligations constituting accrued and unpaid interest on the Loans and other Secured Obligations, ratably among the Lenders Secured Parties in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Secured Obligations constituting (i) unpaid principal of the Loans, (ii) Banking Services Obligations and (iii) Secured Swaps Obligations, ratably among the Lenders Secured Parties in proportion to the respective amounts described in this clause Fourth held by payable to them; and LASTFifth, to payment of any other Secured Obligation due to the Administrative Agent or any other Secured Party; Last, the balance, if any, after all of the Secured Obligations have been paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Postmedia Network Canada Corp.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 8.1 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.028.1), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders under the Loan Documents (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders Lenders, in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by applicable Law.

Appears in 1 contract

Samples: Term Loan Agreement (Andersons, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.18, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III3) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III3), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Loans, and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Company or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Adobe Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest, repayment premium and interestFinal Payment Premium) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on on, and repayment premium and Final Payment Premium with respect to, the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been paid in fullfull in cash (other than contingent indemnification or expense reimbursement obligations for which no claim has been asserted), to the Borrowers Borrower or as otherwise required by Law. ARTICLE X ADMINISTRATIVE AGENT

Appears in 1 contract

Samples: Credit Agreement (Zevra Therapeutics, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 8.1 (or after the Loans Obligations have automatically become immediately due and payable as set forth in the proviso to first sentence of Section 8.028.1(a)), any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTorder (but subject at all times to Section 2.22): (a) First, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECOND; (b) Second, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest, LC Fees and interestCommitment Fees) payable to the Lenders and the LC Issuer (including fees, charges and disbursements of counsel to the respective Lenders as required by Section 9.6 and amounts payable under Article III); (c) Third, to payment of accrued and unpaid LC Fees, Commitment Fees and interest on the Loans and Reimbursement Obligations, ratably among them the Lenders and the LC Issuer in proportion to the respective amounts described in this clause Second Section 8.2(c) payable to them; THIRD; (d) Fourth, to payment of that portion the unpaid principal of the Obligations constituting accrued and unpaid interest on the Loans and other Reimbursement Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHtheir Pro Rata Shares; (e) Fifth, to payment of that portion of the Obligations constituting unpaid principal of the Loansall other Obligations, all obligations in connection with Cash Management Services and all Rate Management Obligations, ratably among the Lenders in proportion Lenders; (f) Sixth, to the respective amounts described Administrative Agent for deposit to the Facility LC Collateral Account in this clause Fourth held by theman amount equal to the Collateral Shortfall Amount (as defined in Section 8.1(a)), if any; and LASTand (g) Last, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers Borrower or as otherwise required by Lawlaw.

Appears in 1 contract

Samples: Credit Agreement (Intrepid Potash, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.17 and 2.18, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, Loans ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Bridge Term Loan Agreement (Tanger Properties LTD Partnership /Nc/)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.029.02(d)), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges reasonable attorneys’ fees and disbursements of counsel to the Administrative Agent and amounts payable under Article III3) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees) payable to the Lenders (including fees, charges reasonable attorneys’ fees and disbursements of counsel to the respective Lenders and amounts payable under Article III3), ratably among them the Lenders in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees, interest on the Loans and other ObligationsL/C Borrowings, ratably among the Lenders and the L/C Issuer in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to (i) payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; L/C Borrowings and LASTother Obligations, the balance(ii) payment of fees, if anypremiums, after all of the Obligations have been paid in fullscheduled periodic payments, to the Borrowers breakage, termination and any interest accrued thereon or as otherwise required by Law.other amounts

Appears in 1 contract

Samples: Credit Agreement (Mercury Systems Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.19, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, the Prepayment Premium, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH, Fourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, Loans ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; Fifth, to the payment of any amounts remaining unpaid in respect of the Obligations (other than Obligations First, Second, Third or Fourth above); and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Agreement (American Assets Trust, L.P.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.15 and 2.16, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, out-of-pocket charges and out-of-pocket disbursements of counsel to the respective Lenders and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Cornerstone Therapeutics Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), or after the commencement of any Liquidation, subject to the terms of the Intercreditor Agreement, any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRST: (a) First, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent Agents and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECOND; (b) Second, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second subsection (b) payable to them; THIRD; (c) Third, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third subsection (c) payable to them; FOURTH; (d) Fourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, Loans ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLenders; (e) Last, the balance, if any, after all of the Obligations then due and owing have been paid in fullfull in cash, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Toys R Us Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 herein (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02payable), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12§4.11, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III§§4.4, 4.5, 4.6, 4.8 and 17) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders and amounts payable under Article III§§4.4, 4.5, 4.6, 4.8 and 17), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Lawlaw.

Appears in 1 contract

Samples: Secured Term Loan Agreement (First Potomac Realty Trust)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Investment Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion prepayment premium with respect to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Third held by them; Fourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Secured Parties in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Venus Concept Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Cb Richard Ellis Realty Trust)

Application of Funds. After the exercise of remedies provided for in Section 8.02 8.1 (or after the Loans Obligations under this Agreement and the other Loan Documents have automatically become immediately due and payable as set forth in the proviso to first sentence of Section 8.028.1(a)), any amounts received by the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRST: (a) First, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECOND; (b) Second, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest, LC Fees and interestcommitment fees) payable to the Lenders and the LC Issuer (including fees, charges and disbursements of counsel to the respective Lenders and the LC Issuer as required by Section 9.6 and amounts payable under Article III); (c) Third, to payment of accrued and unpaid LC Fees, commitment fees and interest on the Loans and Reimbursement Obligations, ratably among them the Lenders and the LC Issuer in proportion to the respective amounts described in this clause Second Section 8.2(c) payable to them; THIRD; (d) Fourth, to payment of that portion of the all other Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion Lenders; (e) Fifth, to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion Administrative Agent for deposit to the respective amounts described Facility LC Collateral Account in this clause Fourth held by theman amount equal to the Collateral Shortfall Amount (as defined in Section 8.1(a)), if any; and LASTand (f) Last, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (C H Robinson Worldwide Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Cb Richard Ellis Realty Trust)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent Agent, subject to Section 2.11, in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Investment Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on and prepayment premium on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in fullfull (other than contingent indemnification obligations for which no claim has been asserted), to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Universal Biosensors Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.14 and 2.15 , be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees) payable to the Lenders and the L/C Issuer (including fees, charges and disbursements of counsel to the respective Lenders and the L/C Issuer (including fees and time charges for attorneys who may be employees of any Lender or the L/C Issuer) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on the Loans Loans, L/C Borrowings and other Obligations, ratably among the Lenders and the L/C Issuer in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 1 contract

Samples: Credit Agreement (Mueller Industries Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 9.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.029.02), any amounts received by any Lender or the Administrative Agent on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Investment Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on and prepayment premium and exit fees with respect to the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to held by them; FOURTHFourth, to payment of that portion of the Obligations constituting accrued and unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Lpath, Inc)

Application of Funds. After the exercise of remedies provided for in Section 8.02 8.2 (or after the Term Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.028.2), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12Sections 2.15, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders Lenders) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Term Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Term Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (U.S. Concrete, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) arising under the Loan Documents and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsObligations arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Smucker J M Co)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the LoansLoans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Energy Transfer Partners, L.P.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable and the L/C Obligations have automatically been required to be Cash Collateralized as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal principal, interest and interestLetter of Credit Fees and amounts payable in respect of Secured Hedging Agreements and Secured Bank Product Agreements) payable to the Lenders and the L/C Issuers (including fees, charges and disbursements of counsel to the respective Lenders and the respective L/C Issuers (including fees and time charges for attorneys who may be employees of any Lender or any L/C Issuer) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid Letter of Credit Fees and interest on the Loans Loans, L/C Borrowings and other Obligations, ratably among the Lenders and the L/C Issuers in proportion to the respective amounts described in this clause Third payable to them; FOURTH, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.;

Appears in 1 contract

Samples: Credit Agreement (World Fuel Services Corp)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the first proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent payable under Section 10.04(a) and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders payable under Section 10.04(a) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other ObligationsLoans, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations then due and owing have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Agreement (Hasbro, Inc.)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, shall be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Borrower or as otherwise required by Law.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Energy Transfer LP)

Application of Funds. After the exercise of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02), any amounts received on account of the Obligations shall, subject to the provisions of Section 2.122.18, be applied by the Administrative Agent in the following order: FIRSTFirst, to payment of that portion of the Obligations constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III) 8) payable to the Administrative Agent in its capacity as such; SECONDSecond, to payment of that portion of the Obligations constituting fees, indemnities and other amounts (other than principal and interest) payable to the Lenders (including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) and amounts payable under Article III)8), ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRDThird, to payment of that portion of the Obligations constituting accrued and unpaid interest on the Loans Loans, and other Obligations, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTHFourth, to payment of that portion of the Obligations constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LASTLast, the balance, if any, after all of the Obligations have been indefeasibly paid in full, to the Borrowers Company or as otherwise required by Law.

Appears in 1 contract

Samples: Credit Agreement (Adobe Inc.)

Application of Funds. After (a) In the exercise event that, following the occurrence or during the continuance of remedies provided for in Section 8.02 (or after the Loans have automatically become immediately due and payable as set forth in the proviso to Section 8.02)any Event of Default, any amounts received on account of the Obligations shall, subject to the provisions of Section 2.12, be applied by the Administrative Agent receives any monies in connection with the following order: FIRSTenforcement of its rights hereunder, such monies shall be distributed as follows: (i) First, to payment of that portion of the Obligations Liabilities constituting fees, indemnities indemnities, expenses and expenses other amounts (other than principal and interest but including fees, charges and disbursements of counsel to the Administrative Agent and amounts payable under Article III4) payable to the Administrative Agent in its capacity as such; SECOND(ii) Second, to payment of that portion of the Obligations Liabilities constituting fees, indemnities and other amounts (other than principal interest and interestprincipal) payable to the Lenders (Lenders, including fees, charges and disbursements of counsel to the respective Lenders (including fees and time charges for attorneys who may be employees of any Lender) arising under the Loan Documents and amounts payable under Article III), 4 ratably among them in proportion to the respective amounts described in this clause Second payable to them; THIRD(iii) Third, to payment of that portion of the Obligations Liabilities constituting accrued and unpaid interest on the Loans and other ObligationsLiabilities arising under the Loan Documents, ratably among the Lenders in proportion to the respective amounts described in this clause Third payable to them; FOURTH(iv) Fourth, to payment of that portion of the Obligations Liabilities constituting unpaid principal of the Loans, ratably among the Lenders in proportion to the respective amounts described in this clause Fourth held by them; and LAST, the balance, if any, after all of the Obligations have been paid in full, to the Borrowers or as otherwise required by Law.and

Appears in 1 contract

Samples: Credit Agreement (Triton International LTD)

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