Common use of Application of moneys by Security Agent Clause in Contracts

Application of moneys by Security Agent. The Borrowers and the Finance Parties irrevocably authorise the Security Agent to apply all moneys which it receives and is entitled to receive: 10.11.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 by way of transfer of any sum from either of the Earnings Accounts; or 10.11.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to each Lender's Proportionate Share; and 10.11.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.

Application of moneys by Security Agent. The Borrowers Borrower and the Finance Parties irrevocably authorise the Security Agent to apply all moneys which it receives and is entitled to receive: 10.11.1 pursuant to a sale or other disposition of a the Vessel or any right, title or interest in a the Vessel; or 10.11.2 by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 by way of transfer of any sum from either of the Earnings AccountsAccount; or 10.11.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to each Lender's ’s Proportionate Share; and; 10.11.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; and 10.11.11 seventh, any other sum due and payable to any of the Other Finance Parties but unpaid under the Other Facility Agreement in accordance with Clause 10.11 of the Other Facility Agreement; PROVIDED THAT any part of the Indebtedness arising out of the Master Agreement shall be satisfied only after every other part of the Indebtedness for the time being due and payable has been satisfied in full; and PROVIDED THAT the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them. Without prejudice to the foregoing, Sinosure may, if Sinosure has paid, and the Lenders have received, all amounts payable under the Sinosure Policy, provide for a different manner of application from that set out in Clause 10.11 above either as regards a specified sum or sums or as regards sums in a specified category or categories.

Application of moneys by Security Agent. The Borrowers and the Finance Parties irrevocably authorise the Security Agent to apply all moneys which it receives and is entitled to receive: 10.11.1 10.10.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 10.10.2 by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 10.10.3 by way of transfer of any sum from either any of the Earnings Accounts; or 10.11.4 10.10.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 10.10.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 10.10.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 10.10.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 10.10.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 10.10.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to each Lender's Proportionate Share; and 10.11.10 10.10.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.

Application of moneys by Security Agent. The Borrowers Borrower and the Finance Parties irrevocably authorise the Security Agent or any Receiver or Delegate to apply all moneys which it receives and is entitled to receive: 10.11.1 (a) pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 (b) by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 (c) by way of transfer of any sum from either any of the Earnings Accounts; or 10.11.4 (d) otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 (e) first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent (and, in the case of the Security Agent, to any Receiver or Delegate) under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 (f) second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 25.11 (IndemnityXxxxxxx' indemnity to the Agent)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 (g) third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 (h) fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 (i) fifth, any principal of the Term Loan Facility due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each Lender's Proportionate Share; andof them; 10.11.10 (j) sixth, any outstanding principal of the Reducing Revolving Facility under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each of them and a respective reduction of the Maximum Available Amount applicable at such time, such reduction to be apportioned between the Lenders' Commitment pro rata; (k) seventh, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT Provided that any part of the Indebtedness arising out of the Master Agreement shall be satisfied on a pari passu basis with any repayment of the principal of the Loan; and Provided that the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.

Application of moneys by Security Agent. The Borrowers Borrower and the Finance Parties irrevocably authorise the Security Agent or any Receiver or Delegate to apply all moneys which it receives and is entitled to receive: 10.11.1 17.8.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 17.8.2 by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 17.8.3 by way of transfer of any sum from either any of the Earnings Accounts; or 10.11.4 17.8.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 17.8.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent (and, in the case of the Security Agent, to any Receiver or Delegate) under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 17.8.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 25.11 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 17.8.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 17.8.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 17.8.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each Lender's Proportionate Shareof them; and 10.11.10 17.8.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT Provided that any part of the Indebtedness arising out of the Master Agreement shall be satisfied on a pari passu basis with any repayment of the principal of the Loan; and Provided that the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.

Application of moneys by Security Agent. The Borrowers Borrower and the Finance Parties irrevocably authorise the Security Agent or any Receiver or Delegate to apply all moneys which it receives and is entitled to receive: 10.11.1 (a) pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 (b) by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 (c) by way of transfer of any sum from either any of the Earnings Accounts; or 10.11.4 (d) otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 (e) first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent (and, in the case of the Security Agent, to any Receiver or Delegate) under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 (f) second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 25.11 (IndemnityLenders’ indemnity to the Agent)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 (g) third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 (h) fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 (i) fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each Lender's Proportionate Shareof them; and 10.11.10 (j) sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT Provided that any part of the Indebtedness arising out of the Master Agreement shall be satisfied on a pari passu basis with any repayment of the principal of the Loan; and Provided that the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.

Application of moneys by Security Agent. The Borrowers and the Finance Parties irrevocably authorise the Security Agent to apply all moneys which it receives and is entitled to receive: 10.11.1 10.9.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 10.9.2 by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 10.9.3 by way of transfer of any sum from either of the Earnings Accounts; or 10.11.4 10.9.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 10.9.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 10.9.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 10.9.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 10.9.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 10.9.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to each Lender's Proportionate Share; and 10.11.10 10.9.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT any part of the Indebtedness arising out of the Master Agreement shall be satisfied only after every other part of the Indebtedness for the time being due and payable has been satisfied in full; and PROVIDED THAT the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.

Application of moneys by Security Agent. The Borrowers and the Finance Parties irrevocably authorise the Security Agent or any Receiver or Delegate to apply all moneys which it receives and is entitled to receive: 10.11.1 17.15.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 17.15.2 by way of payment of any sum in respect of any Master Agreement Proceeds, the Insurances, Earnings or any Requisition Compensation; or 10.11.3 17.15.3 by way of transfer of any sum from either any of the Earnings Accounts; or 10.11.4 17.15.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 17.15.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent (and, in the case of the Security Agent, to any Receiver or Delegate) under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 17.15.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 26.11 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 17.15.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 17.15.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 17.15.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each Lender's Proportionate Shareof them; and 10.11.10 17.15.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT the balance (if any) , Provided that any part of the moneys received Indebtedness arising out of a Master Agreement shall be paid to satisfied on a pari passu basis with any repayment of the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to themprincipal of the Loan.

Application of moneys by Security Agent. The Borrowers and the Finance Parties irrevocably authorise the Security Agent or any Receiver or Delegate to apply all moneys which it receives and is entitled to receive: 10.11.1 17.12.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 17.12.2 by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 17.12.3 by way of transfer of any sum from either of the Earnings Accounts; or 10.11.4 17.12.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 17.12.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent (and, in the case of the Security Agent, to any Receiver or Delegate) under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 17.12.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 25.11 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 17.12.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 17.12.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 17.12.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each Lender's Proportionate Shareof them; and 10.11.10 17.12.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT Provided that the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.

Application of moneys by Security Agent. The Borrowers and the Finance Parties irrevocably authorise the Security Agent or any Receiver or Delegate to apply all moneys which it receives and is entitled to receive: 10.11.1 17.9.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 17.9.2 by way of payment of any sum in respect of the Master Agreement Proceeds, the Insurances, Earnings or any Requisition Compensation; or 10.11.3 17.9.3 by way of transfer of any sum from either any of the Earnings Accounts; or 10.11.4 17.9.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 17.9.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent (and, in the case of the Security Agent, to any Receiver or Delegate) under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 17.9.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 26.11 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 17.9.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 17.9.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 17.9.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each Lender's Proportionate Shareof them; and 10.11.10 17.9.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT the balance (if any) , Provided that any part of the moneys received Indebtedness arising out of the Master Agreement shall be paid to satisfied on a pari passu basis with any repayment of the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to themprincipal of the Loan.

Application of moneys by Security Agent. The Borrowers and the Finance Parties irrevocably authorise the Security Agent or any Receiver or Delegate to apply all moneys which it receives and is entitled to receive: 10.11.1 17.14.1 pursuant to a sale or other disposition of a Vessel or any right, title or interest in a Vessel; or 10.11.2 17.14.2 by way of payment of any sum in respect of the Insurances, Earnings or Requisition Compensation; or 10.11.3 17.14.3 by way of transfer of any sum from either any of the Earnings Accounts; or 10.11.4 17.14.4 otherwise under or in connection with any Security Document, in or towards satisfaction of the Indebtedness in the following order: 10.11.5 17.14.5 first, any unpaid fees, costs, expenses and default interest due to the Agent and the Security Agent (and, in the case of the Security Agent, to any Receiver or Delegate) under all or any of the Finance Documents, such application to be apportioned between the Agent and the Security Agent pro rata to the aggregate amount of such items due to each of them; 10.11.6 17.14.6 second, any unpaid fees, costs, expenses (including any sums paid by the Lenders under Clause 15.12 26.10 (Indemnity)) of the Lenders due under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such items due to each of them; 10.11.7 17.14.7 third, any accrued but unpaid default interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such default interest due to each of them; 10.11.8 17.14.8 fourth, any other accrued but unpaid interest due to the Lenders under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such interest due to each of them; 10.11.9 17.14.9 fifth, any principal of the Loan due and payable but unpaid under this Agreement, such application to be apportioned between the Lenders pro rata to the aggregate amount of such principal due to each Lender's Proportionate Shareof them; and 10.11.10 17.14.10 sixth, any other sum due and payable to any Finance Party but unpaid under all or any of the Finance Documents, such application to be apportioned between the Finance Parties pro rata to the aggregate amount of any such sum due to each of them; PROVIDED THAT Provided that any part of the Indebtedness arising out of the Master Agreement shall be satisfied on a pari passu basis (i) as to any periodical payment (not being payments as a result of termination or closing out) due under the Master Agreement with interest on the Loan and (ii) as to any payment due under the Master Agreement as a result of termination or closing out with any repayment of the principal of the Loan; and Provided that the balance (if any) of the moneys received shall be paid to the Security Parties from whom or from whose assets those sums were received or recovered or to any other person entitled to them.