Application of Moneys. Subject to the terms of the Credit Agreement and Section 4.02 of the Collateral Agreement, all sums received by the Mortgagee pursuant to this Mortgage, any of the Loan Documents or any Relevant Swap Agreement and all sums received in connection with the taking possession and/or sale of the Vessel or any chartering or other use of the Vessel by the Mortgagee (including, without limitation, the proceeds of any claims for damages or claims on any insurance received by the Mortgagee while in possession of or while chartering or using the Vessel) shall, unless otherwise agreed by the Mortgagee or otherwise expressly provided in the Loan Documents or any Relevant Swap Agreement, be applied by it in the following order: FIRST, in or towards payment of all expenses and charges incurred by the Mortgagee in the protection and exercise of its rights, powers, discretions and remedies under or pursuant to this Mortgage (including, without limitation, any damages or losses incurred by reason of the Mortgagee’s possession, chartering or use of the Vessel) and in or towards supplying indemnity in such amount and in such form as the Mortgagee shall consider appropriate against any encumbrances having priority over or equality with this Mortgage; then SECOND, in or towards payment to the Administrative Agent or the Mortgagee of any other costs, charges and expenses incurred by it or them and recoverable from the Owner or any other Loan Party under or pursuant to the Credit Agreement, the Loan Documents or any Relevant Swap Agreement, together with interest at the rate or rates specified in the Credit Agreement, the Loan Documents or any Relevant Swap Agreement; then
Appears in 5 contracts
Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)
Application of Moneys. Subject to the terms of the Credit Agreement and any Senior Secured Notes Indenture and Section 4.02 of the Collateral Agreement, all sums received by the Mortgagee Collateral Agent or any Receiver pursuant to this the Mortgage, this Deed, any Senior Secured Notes Indenture or any of the Loan Documents or any Relevant Swap Agreement and all sums received in connection with the taking possession and/or sale of the Vessel or any chartering or other use of the Vessel by the Mortgagee Collateral Agent or Receiver (including, without limitation, the proceeds of any claims for damages or claims on any insurance received by the Mortgagee Collateral Agent or Receiver while in possession of or while chartering or using the Vessel) shall, unless otherwise agreed by the Mortgagee Collateral Agent or Receiver or otherwise expressly provided in the Loan Documents or any Relevant Swap AgreementSenior Secured Notes Indenture, be applied by it in the following order: FIRST, in or towards payment of all expenses and charges incurred by the Mortgagee Collateral Agent or Receiver in the protection and exercise of its rights, powers, discretions and remedies under or pursuant to the Mortgage and/or this Mortgage Deed (including, without limitation, any damages or losses incurred by reason of the MortgageeCollateral Agent’s or Receiver’s possession, chartering or use of the Vessel) and in or towards supplying indemnity in such amount and in such form as the Mortgagee Collateral Agent or Receiver shall consider appropriate against any encumbrances having priority over or equality with the Mortgage and/or this MortgageDeed; then SECOND, in or towards payment to the Administrative Agent, any other Authorized Representative (as defined in the Collateral Agreement) the Collateral Agent or the Mortgagee Receiver of any other costs, charges and expenses incurred by it or them and recoverable from the Owner or any other Loan Party under or pursuant to the Credit Agreement, the Loan Documents or any Relevant Swap Agreement, Senior Secured Notes Indenture together with interest at the rate or rates specified in the Credit Agreement, the Loan Documents or any Relevant Swap AgreementSenior Secured Notes Indenture; then
Appears in 4 contracts
Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)
Application of Moneys. Subject to the terms of the Credit Agreement and Section 4.02 of the Collateral Agreement, all sums Any moneys received by the Mortgagee Trustee, by any receiver or by any Owner of a Bond pursuant to any right given or action taken under the provisions of this MortgageArticle IX, after payment of the costs and expenses of the proceedings resulting in the collection of such moneys and of all amounts due to the Trustee and any predecessor Trustee under Section 10.04 hereof, shall be deposited in the Bond Fund and all moneys so deposited in the Bond Fund during the continuance of an Event of Default (other than moneys for the payment of Bonds which had matured or otherwise become payable prior to such Event of Default or for the payment of interest due prior to such Event of Default) shall be applied as follows:
(a) Unless the principal of all the Bonds shall have become due and payable, all such moneys shall be applied (i) first, to the payment to the persons entitled thereto of all installments of interest then due on the Bonds, with interest on overdue installments, if lawful, at the rate per annum borne by the Bonds, in the order of maturity of the installments of such interest and, if the amount available shall not be sufficient to pay in full any particular installment of interest, then to the payment ratably, according to the amounts due on such installment, and (ii) second, to the payment to the persons entitled thereto of the unpaid principal of any of the Loan Documents Bonds which shall have become due (other than Bonds called for redemption for the payment of which money is held pursuant to the provisions of this Indenture), with interest on such Bonds at their rate from the respective dates upon which they became due and, if the amount available shall not be sufficient to pay in full Bonds due on any particular date, together with such interest, then to the payment ratably, according to the amount of principal and interest due on such date, in each case to the persons entitled thereto, without any discrimination or any Relevant Swap Agreement privilege.
(b) If the principal of all the Bonds shall have become due and payable, all sums received in connection with such moneys shall be applied to the taking possession and/or sale payment of the Vessel principal and interest then due and unpaid upon the Bonds, with interest on overdue interest and principal, as aforesaid, without preference or priority of principal over interest or of interest over principal, or of any chartering installment of interest over any other installment of interest, or of any Bond over any other use Bond, ratably, according to the amounts due respectively for principal and interest, to the persons entitled thereto without any discrimination or privilege.
(c) If the principal of all the Bonds shall have become due and payable, and if acceleration of the Vessel by maturity of the Mortgagee (including, without limitation, the proceeds of any claims for damages or claims on any insurance received by the Mortgagee while in possession of or while chartering or using the Vessel) shall, unless otherwise agreed by the Mortgagee or otherwise expressly provided in the Loan Documents or any Relevant Swap Agreement, be applied by it in the following order: FIRST, in or towards payment of all expenses and charges incurred by the Mortgagee in the protection and exercise of its rights, powers, discretions and remedies under or pursuant to this Mortgage (including, without limitation, any damages or losses incurred Bonds by reason of such Event of Default shall thereafter have been rescinded and annulled under the Mortgagee’s possessionprovisions of this Article IX, chartering or use of the Vessel) and in or towards supplying indemnity in such amount and in such form as the Mortgagee shall consider appropriate against any encumbrances having priority over or equality with this Mortgage; then SECONDthen, in or towards payment subject to the Administrative Agent or provisions of clause (b) of this Section 9.10 which shall be applicable in the Mortgagee event that the principal of any other costs, charges all the Bonds shall later become due and expenses incurred by it or them and recoverable from the Owner or any other Loan Party under or pursuant to the Credit Agreementpayable, the Loan Documents or any Relevant Swap Agreement, together moneys shall be applied in accordance with interest at the rate or rates specified in the Credit Agreement, the Loan Documents or any Relevant Swap Agreement; thenprovisions of clause (a) of this Section 9.10.
Appears in 4 contracts
Samples: Indenture of Trust (Tucson Electric Power Co), Indenture of Trust (Tucson Electric Power Co), Indenture of Trust (Tucson Electric Power Co)
Application of Moneys. Subject to the terms of the Credit Agreement and Section 4.02 of the Collateral Agreement, all sums ALL moneys received by the Mortgagee pursuant to this Mortgage, Trustee under these presents from any of the Loan Documents relevant Obligors (including any moneys which represent principal or any Relevant Swap Agreement and all sums received interest in connection with the taking possession and/or sale respect of the Vessel Notes, Receipts or any chartering or other use of the Vessel by the Mortgagee (including, without limitation, the proceeds of any claims for damages or claims on any insurance received by the Mortgagee while in possession of or while chartering or using the VesselCoupons which have become void under Condition 9) shall, unless otherwise agreed and to the extent attributable, in the opinion of the Trustee, to a particular Series of the Notes issued by the Mortgagee or otherwise expressly provided relevant Issuer, be apportioned pari passu and rateably between each Series of the Notes issued by the relevant Issuer, and all moneys received by the Trustee under these presents from any of the relevant Obligors to the extent attributable in the Loan Documents opinion of the Trustee to a particular Series of the Notes issued by the relevant Issuer or any Relevant Swap Agreementwhich are apportioned to such Series as aforesaid, be applied held by it the Trustee upon trust to apply them (subject to Clause 12): FIRST in payment or satisfaction of all amounts then due and unpaid under Clauses 15 and/or 16(J) to the following order: FIRST, Trustee and/or any Appointee; SECONDLY in or towards payment pari passu and rateably of all expenses principal and charges incurred by the Mortgagee interest then due and unpaid in the protection and exercise of its rights, powers, discretions and remedies under or pursuant to this Mortgage (including, without limitation, any damages or losses incurred by reason respect of the Mortgagee’s possession, chartering or use Notes of the Vessel) and in or towards supplying indemnity in such amount and in such form as the Mortgagee shall consider appropriate against any encumbrances having priority over or equality with this Mortgagethat Series; then SECOND, THIRDLY in or towards payment pari passu and rateably of all principal and interest then due and unpaid in respect of the Notes of each other Series issued by the relevant Issuer; and FOURTHLY in payment of the balance (if any) to the Administrative Agent relevant Issuer (without prejudice to, or liability in respect of, any question as to how such payment to the Mortgagee of relevant Issuer shall be dealt with as between the relevant Issuer and any other costsperson), charges and expenses incurred PROVIDED ALWAYS that any payment required to be made by it or them and recoverable from the Owner or any other Loan Party under or Trustee pursuant to these presents shall only be made subject to any applicable laws and regulations. Without prejudice to this Clause 10, if the Credit AgreementTrustee holds any moneys which represent principal or interest in respect of Notes, Receipts or Coupons issued by the relevant Issuer which have become void or in respect of which claims have been prescribed under Condition 9, the Loan Documents or any Relevant Swap Agreement, together with interest at Trustee will hold such moneys on the rate or rates specified in the Credit Agreement, the Loan Documents or any Relevant Swap Agreement; thenabove trusts.
Appears in 3 contracts
Samples: Supplemental Trust Deed (Cadbury Schweppes Public LTD Co), Supplemental Trust Deed (Cadbury Schweppes Public LTD Co), Supplemental Trust Deed (Cadbury Public LTD Co)
Application of Moneys. Subject (a) The Collateral Agent shall have the right (pursuant to Section 4.6) at any time to apply moneys held by it in the Collateral Account to the terms payment of due and unpaid Collateral Agent Fees. Notwithstanding anything to the Credit Agreement and Section 4.02 contrary contained herein, the Collateral Agent shall, pursuant to Requisite Instructions, transfer money held by it in the Collateral Account to any depository bank of any Obligor in accordance with any control agreement entered into with such depository bank pursuant to the Collateral Agreement, all sums solely to reimburse such depository bank for checks, ACH transfers and other items which are recalled, dishonored, reversed or returned to such depository bank in respect of any deposit account subject to any such control agreement.
(b) All remaining moneys held by the Collateral Agent in the Collateral Account or received by the Mortgagee Collateral Agent while an Event of Default exists shall, to the extent available for distribution (it being understood that the Collateral Agent may liquidate investments prior to maturity in order to make a distribution pursuant to this MortgageSection 3.4), any be promptly distributed (subject to the provisions of the Loan Documents or any Relevant Swap Agreement and all sums received in connection with the taking possession and/or sale of the Vessel or any chartering or other use of the Vessel Section 3.5) by the Mortgagee (including, without limitation, the proceeds of any claims for damages or claims on any insurance received by the Mortgagee while in possession of or while chartering or using the Vessel) shall, unless otherwise agreed by the Mortgagee or otherwise expressly provided in the Loan Documents or any Relevant Swap Agreement, be applied by it Collateral Agent in the following orderorder of priority: FIRST, in First: to the Collateral Agent for any unpaid Collateral Agent Fees and then to any Secured Party which has theretofore advanced or towards payment of all paid any Collateral Agent Fees constituting administrative expenses and charges incurred by the Mortgagee in the protection and exercise of its rights, powers, discretions and remedies allowable under or pursuant to this Mortgage (including, without limitation, any damages or losses incurred by reason Section 503(b) of the Mortgagee’s possessionBankruptcy Code, chartering or use of the Vessel) and in or towards supplying indemnity in such an amount and in such form as the Mortgagee shall consider appropriate against any encumbrances having priority over or equality with this Mortgage; then SECOND, in or towards payment equal to the Administrative amount thereof so advanced or paid by such Secured Party and for which such Secured Party has not been previously reimbursed; Second: to any Secured Party which has theretofore advanced or paid any Collateral Agent or the Mortgagee of any Fees other coststhan such administrative expenses, charges and expenses incurred by it or them and recoverable from the Owner or any other Loan Party under or pursuant an amount equal to the Credit Agreement, the Loan Documents amount thereof so advanced or any Relevant Swap Agreement, together with interest at the rate or rates specified in the Credit Agreement, the Loan Documents or any Relevant Swap Agreement; thenpaid by such Secured Party and for which such Secured Party has not been previously reimbursed;
Appears in 1 contract
Samples: Collateral Trust Agreement (Advanced Micro Devices Inc)
Application of Moneys. Subject to the terms of the Credit Agreement and any Senior Secured Notes Indenture and Section 4.02 of the Collateral Agreement, all sums received by the Mortgagee Collateral Agent or any Receiver pursuant to this the Mortgage, this Deed, any Senior Secured Notes Indenture or any of the Loan Documents or any Relevant Swap Agreement and all sums received in connection with the taking possession and/or sale of the Vessel or any chartering or other use of the Vessel by the Mortgagee Collateral Agent or Receiver (including, without limitation, the proceeds of any claims for damages or claims on any insurance received by the Mortgagee Collateral Agent or Receiver while in possession of or while chartering or using the Vessel) shall, unless otherwise agreed by the Mortgagee Collateral Agent or Receiver or otherwise expressly provided in the Loan Documents or any Relevant Swap AgreementSenior Secured Notes Indenture, be applied by it in the following order: FIRST, in or towards payment of all expenses and charges incurred by the Mortgagee Collateral Agent or Receiver in the protection and exercise of its rights, powers, discretions and remedies under or pursuant to the Mortgage and/or this Mortgage Deed (including, without limitation, any damages or losses incurred by reason of the MortgageeCollateral Agent’s or Receiver’s possession, chartering or use of the Vessel) and in or towards supplying indemnity in such amount and in such form as the Mortgagee Collateral Agent or Receiver shall consider appropriate against any encumbrances having priority over or equality with the Mortgage and/or this MortgageDeed; then SECOND, in or towards payment to the Administrative Agent, any other Authorized Representative (as defined in the Collateral Agreement) the Collateral Agent or the Mortgagee Receiver of any other costs, charges and expenses incurred by it or them and recoverable from the Owner or any other Loan Party under or pursuant to the Credit Agreement, the Loan Documents or any Relevant Swap Agreement, Senior Secured Notes Indenture together with interest at the rate or rates specified in the Credit Agreement, the Loan Documents or any Relevant Swap Senior Secured Notes Indenture; then THIRD, to the payment in full of Unfunded Advances/Participations (the amounts so applied to be distributed between or among the Administrative Agent, the Collateral Agent, the Swingline Lender and any Issuing Bank pro rata in accordance with the amounts of Unfunded Advances/Participations owed to them on the date of any such distribution); then FOURTH, to the payment in full of all other Obligations (other than Obligations under clauses (b) and (c) of the definition thereof) (the amounts so applied to be distributed, as provided in the Credit Agreement or the applicable Senior Secured Note Indenture, as the case may be, among the Secured Parties pro rata in accordance with the respective amounts of the Obligations (other than Obligations under clauses (b) and (c) of the definition thereof) owed to them on the date of any such distribution, which in the case of Letters of Credit, shall be paid by deposit in an account with the Collateral Agent, in the name of the Collateral Agent and for the benefit of the Issuing Bank and the Lenders, an amount in cash in U.S. Dollars equal to the aggregate L/C Exposure as of such date plus any accrued and unpaid interest thereon); then FIFTH, to the payment in full of all Obligations under clauses (b) and (c) of the definition thereof (the amounts so applied to be distributed among the Secured Parties pro rata in accordance with the respective amounts of the Obligations under clauses (b) and (c) of the definition thereof owed to them on the date of any such distribution); then SIXTH, to the Owner (or any other Loan Party as provided in the applicable Loan Documents and any Senior Secured Notes Indenture), its successors or assigns, or as a court of competent jurisdiction may otherwise direct; provided, that on and after the Intercreditor Effective Date, such proceeds will be applied as between the holders of the Senior Secured Note Obligations, on the one hand, and the Credit Agreement Secured Parties, on the other hand, in the order specified in the First Lien Intercreditor Agreement; then, with the portion thereof allocable to the Credit Agreement Secured Parties then being applied in the manner set forth above in this Article VIII. The Collateral Agent shall have absolute discretion as to the time of application of any such proceeds, moneys or balances in accordance with this Deed. In the event that the amounts received by the Collateral Agent or any Receiver and referred to in this Article VIII is insufficient to pay in full the whole of the Obligations, the Collateral Agent or the Receiver, as the case may be, shall be entitled to collect the shortfall from the Owner or any other person liable for the time being therefor.
Appears in 1 contract
Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.)
Application of Moneys. 10.1 All moneys assigned to the Lender under the Earnings Assignment shall be paid to the Earnings Account.
10.2 Subject to the terms relevant provisions of the Credit Revolving Loan Facility Agreement and Section 4.02 of the Collateral Agreement, all sums received by the Mortgagee pursuant to this Mortgage, any of the Bridge Loan Documents or any Relevant Swap Facility Agreement and all sums received in connection with the taking possession and/or sale of the Vessel or any chartering or other use of the Vessel by the Mortgagee (including, without limitation, clauses 14.1(I), (J) and (K) of both those agreements) and to clause 10.4 hereof all moneys paid to the proceeds of any claims for damages or claims on any insurance received by the Mortgagee while in possession of or while chartering or using the Vessel) shall, unless otherwise agreed by the Mortgagee or otherwise expressly provided in the Loan Documents or any Relevant Swap Agreement, Earnings Account shall be applied by it the Agent as follows:-
(A) first in payment of any and all sums whatsoever certified by the Lender to the Agent to be due and payable to the Lender hereunder (such sums to be paid in such order as the Lender may in its sole discretion elect);
(B) second in retention in the following order: FIRST, Earnings Account of amounts equivalent in aggregate to the amount of interest next falling due to be paid hereunder; and
(C) third in retention of any credit balance in the Earnings Account Provided That:-
(i) sums retained in the Earnings Account pursuant to clause 10.2(B) hereof shall be applied by the Agent in or towards payment to the Lender of all expenses interest due hereunder on the due dates for payment thereof;
(ii) nothing herein contained shall be deemed to affect the absolute obligation of the Borrower to pay interest on and charges incurred by to repay the Mortgagee Loan as provided in clauses 4 and 5 hereof.
10.3 Subject to the protection relevant provisions of the Revolving Loan Facility Agreement and exercise of its rights, powers, discretions and remedies under or pursuant to this Mortgage the Bridge Loan Facility Agreement (including, without limitation, clauses 14.1(J) and (K) of both those agreements) and to clause 10.4 hereof all moneys payable to the Lender under the Insurance Assignment and any damages other moneys payable to the Lender by any one or losses more of the Security Parties under any one or more of this agreement, the Security Documents and any other documents executed pursuant hereto or thereto the application of which is not specifically provided for by another clause hereof shall be paid to the Lender's account with such bank or banks as the Lender may nominate from time to time and shall be applied by the Lender as follows:-
(A) all moneys received from a Total Loss or sale of the Vessel shall be applied as follows:-
(i) first in payment of any and all sums whatsoever due and payable to the Lender hereunder (such sums to be paid in such order as the Lender may in its sole discretion elect);
(ii) second in repayment of Repayment Instalments and accrued interest thereon in reverse order of maturity and in payment of any sums due to the Lender by virtue of that repayment under clause 8.5 hereof; and
(iii) third in payment of any credit balance to the Borrower or to whomsoever may be entitled thereto; and
(B) all moneys not covered by clause 10.3
(A) hereof shall be applied as follows:-
(i) first in accordance with clause 10.3(A)(i) hereof;
(ii) second (in respect only of moneys received by virtue of the Insurance Assignment) in reimbursement to the Borrower (if not already reimbursed pursuant to the relevant provisions of the Revolving Loan Facility Agreement and/or the Bridge Loan Facility Agreement) for such of the costs (if any) incurred by reason the Borrower in effecting the repair of the Mortgagee’s possession, chartering or use damage in respect of which those moneys are received as the VesselLender shall approve (such approval not to be unreasonably withheld) and in or towards supplying indemnity in such amount and in such form as the Mortgagee shall consider appropriate against any encumbrances having priority over or equality with this Mortgage; then SECOND, in or towards payment to the Administrative Agent or the Mortgagee Earnings Account of all moneys received in respect of loss of hire insurances (if any);
(iii) third in payment of Repayment Instalments and accrued interest thereon in reverse order of maturity and in payment of any other costssums due to the Lender by virtue of that repayment under clause 8.5 hereof; and
(iv) fourth in payment of any credit balance to the Borrower or to whomsoever may be entitled thereto.
10.4 Subject to the relevant provisions of the Revolving Loan Facility Agreement and the Bridge Loan Facility Agreement (including, charges without limitation, clauses 14.1(J) and expenses incurred (K) of both those agreements), from and after the giving of notice by it the Lender to the Borrower pursuant to clause 11.1 hereof all moneys whatsoever received or them recovered by the Lender under any one or more of this agreement, the Security Documents and recoverable from the Owner or any other Loan Party under documents executed pursuant hereto or pursuant thereto and all moneys from time to time standing to the Credit Agreementcredit of the Earnings Account shall be paid to the Lender's account with such bank or banks as the Lender may nominate from time to time and shall be applied by the Lender as follows:-
(A) first in accordance with clause 10.3(A)(i) hereof, subject to any right the Loan Documents Lender may have to delay any such application in order to maximise its claim; and
(B) second in payment of any credit balance to the Borrower or any Relevant Swap Agreement, together with interest at the rate or rates specified in the Credit Agreement, the Loan Documents or any Relevant Swap Agreement; thento whomsoever may be entitled thereto.
Appears in 1 contract