Application of Payments After Event of Default Sample Clauses

Application of Payments After Event of Default. After an Event of Default, Borrower irrevocably waives the right to direct the application of any and all payments at any time hereafter received by Lender from or on behalf of Borrower, and Borrower irrevocably agrees that Lender shall have the continuing exclusive right to apply any and all such payments and any and all proceeds and recoveries from the Pledged Accounts, the Mortgaged Property or Borrower after the occurrence and during the continuance of an Event of Default, in Lender’s sole discretion, to the Indebtedness and other amounts then outstanding under this Agreement, and to the Crossed Indebtedness, in such order and manner as Lender may determine in its sole and absolute discretion, including, without limitation, reasonable out-of-pocket costs and expenses of Lender reimbursable pursuant to the terms of this Agreement arising as a result of such repayment, any accrued and unpaid interest then payable with respect to the Loan or the portion thereof being repaid, the Principal Indebtedness, any accrued and unpaid Prepayment Consideration in respect of any such Principal Indebtedness or the portion thereof being repaid, any other sums then due and payable to or for the benefit of Lender pursuant to this Agreement or any other Loan Document(s), or to Property Expenses and Capital Improvement Costs for the Mortgaged Property, or to fund Reserve Accounts.

Application of Payments After Event of Default. All proceeds on deposit in the Mezzanine Loan Account and the Repositioning Costs Reserve Account or relating to any repayments of the Loan after an Event of Default shall have occurred and be continuing shall be applied by Lender, in Lender’s sole discretion, to amounts then outstanding under this Agreement (including, without limitation, any out-of-pocket costs and expenses of Lender reimbursable pursuant to the terms of this Agreement or the other Loan Documents arising as a result of such repayment, any accrued and unpaid interest then payable with respect to the Loan or the portion thereof being repaid, the Exit Fee, the outstanding Principal Indebtedness or the portion thereof being repaid and any other sums then payable to or for the benefit of Lender pursuant to this Agreement or any other Loan Document(s)).

Application of Payments After Event of Default. After the occurrence and during the continuance of an Event of Default under any of clauses (a) (including any failure to pay all amounts hereunder upon acceleration as a result of any other Event of Default), (f) or (g) of Section 7.1, the Agent shall apply all payments in respect of any Obligations (including amounts received by the Collateral Agent upon the exercise of remedies under the Collateral Documents) in the following order: (i) first, to pay Obligations in respect of any expenses, fees, indemnities or other sums owing hereunder then due to the Agent, the Collateral Agent and the Loan Administrator, on a pro rata basis; (ii) second, to pay Obligations in respect of any expenses, fees, indemnities or other sums owing hereunder not referred to in clauses (iii) through (v) below then due to the Board, the Lenders and the Counter-Guarantors, on a pro rata basis; (iii) third, to pay on a pro rata basis (A) interest then due and payable in respect of the Loan to the Lenders, provided that so long as the Board Guaranty is in effect, to the extent that any amounts received by the Agent constitute interest accrued on any overdue principal or interest on Tranche A in accordance with Section 2.6(c), such amounts shall be distributed to the Board under this clause (iii) as if it were a Lender and (B) in the event that any fees payable to the Board, the Counter-Guarantors and the Initial Lender, under Section 2.7(c), (d), (e) and (h) were not paid when due thereunder, the portion of such unpaid fees which is equal to the amount which such Person would have been then entitled to receive if the fee payable under Section 2.7(c), (d), (e) and (h) (as applicable) were payable daily in arrears (instead of quarterly or annually in advance, as the case may be) (including interest accrued thereon through the date of payment in accordance with Section 2.7(k), on a pro rata basis (it being understood that following the Board's honoring of a demand for payment in accordance with the Board Guaranty and until the Board is reimbursed for the amount of all payments thereunder, all amounts paid in respect of Tranche A shall be distributed to the Board and amounts paid in respect of Tranche B shall be distributed to the Tranche B Lenders, all on a pro rata basis); (iv) fourth, to pay or prepay principal payments on the Loan to the Lenders, on a pro rata basis (it being understood that following the Board's honoring of a demand for payment in accordance with the Board Guaranty...

Application of Payments After Event of Default. All proceeds relating to any repayments of the Loan after the Collateral Agent shall have received written notice of the occurrence of an Event of Default shall be applied by Agent, in Agent’s sole discretion, to amounts then outstanding under this Agreement (including, without limitation, any unpaid fees of the Collateral Agent payable pursuant to the Fee Letter and any reasonable out-of-pocket costs and expenses of Collateral Agent and the Lenders, in that order, reimbursable pursuant to the terms of this Agreement arising as a result of such repayment; any accrued and unpaid interest then payable with respect to the Loan or the portion thereof being repaid; any accrued and unpaid Exit Fee in respect of any such Principal Indebtedness being repaid; the Principal Indebtedness or the portion thereof being repaid; and any other sums then due and payable to or for the benefit of Agent pursuant to this Agreement or any other Loan Document(s)).

Application of Payments After Event of Default. After the occurrence and during the continuance of an Event of Default under any of clauses (a) (including any failure to pay all amounts hereunder upon acceleration as a result of any other Event of Default), (f) or (g) of Section 7.1, the Administrative Agent shall apply all payments in respect of any Secured Obligations (including amounts received by the Administrative Agent upon the exercise of remedies under the Collateral Documents) in the following order: (i) first, to pay Obligations in respect of any expenses, fees, indemnities or other sums (excluding principal and interest) owing hereunder then due to the Administrative Agent in its capacity as such; (ii) second, to pay Obligations in respect of any expenses, fees, indemnities or other sums owing hereunder not referred to in clauses (iii) and (iv) below then due to the Lenders, on a pro rata basis; (iii) third, to pay on a pro rata basis interest then due and payable in respect of the Loan to the Lenders; (iv) fourth, to pay or prepay principal payments on the Loan to the Lenders and to pay amounts owing with respect to the Secured Hedging Contracts, on a pro rata basis; and (v) fifth, to pay any other Secured Obligations then due and payable to the Secured Parties, on a pro rata basis.

Application of Payments After Event of Default. Notwithstanding any other provisions of this Agreement, after the exercise of any remedies by the Lender pursuant to Section 7.02 (or after the Commitments shall automatically terminate and the Loans (with accrued interest thereon) and all other amounts under the Credit Documents shall automatically become due and payable in accordance with the terms of such Section), all amounts collected or received by the Lender on account of amounts outstanding under any of the Credit Documents shall be applied as follows: FIRST, to the payment of all reasonable out-of-pocket costs and expenses (including without limitation reasonable Attorney Costs) of the Lender in connection with enforcing the rights of the Lender under the Credit Documents; SECOND, to payment of any fees or surcharges owed to the Lender; THIRD, to the payment of all accrued interest payable to the Lender hereunder; FOURTH, to the payment of the outstanding principal amount of the Loans; FIFTH, to all other obligations which shall have become due and payable under the Credit Documents and not repaid pursuant to clauses "FIRST" through "FOURTH" above; and SIXTH, to the payment of the surplus, if any, to whoever may be lawfully entitled to receive such surplus. In carrying out the foregoing, amounts received shall be applied in the numerical order provided until exhausted prior to application to the next succeeding category.

Application of Payments After Event of Default. Section 2.9. Method and Place of Payment Section 2.10. Taxes.

Application of Payments After Event of Default. After the occurrence and during the continuance of an Event of Default, funds received in the Controlled Account maintained at the Cash Management Bank as contemplated by Section 4.3(a) and for which the Borrower has received credit and proceeds of Collateral received by the Agent shall be applied as set forth in Section 9.2.

Application of Payments After Event of Default. All payments received from the Company or otherwise on account of the Obligations and amounts held or realized by the Collateral Agent (including any amounts realized by the Collateral Agent from the exercise of any remedies pursuant to Article IV of any Mortgage or other Security Document), in each case after an Event of Default shall have occurred and be continuing, as well as all payments or amounts then held by the Collateral Agent as part of the Collateral, shall be promptly distributed by the Collateral Agent in accordance with the following: First, (i) so much of such payments or amounts as shall be required to reimburse the Agents for any tax, expense or other loss (including, without limitation, all amounts to be expended at the expense of, or charged upon the rents, revenues, issues, products and profits of, the property included in the Collateral ) incurred by the Agents (to the extent not previously reimbursed), the expenses of any sale, or other proceeding, attorneys’ fees and expenses, court costs, and any other expenditures incurred or expenditures or advances made by the Agents or any other Secured Party in the protection, exercise or enforcement of any right, power or remedy upon such Event of Default to the extent such Agent or such Secured Party is entitled to reimbursement under any Loan Document shall be applied by the Collateral Agent as between itself and the Secured Parties in reimbursement of such expenses and any other expenses for which the Collateral Agent or the Secured Parties are entitled to reimbursement under any Loan Document, and in the case the aggregate amount to be so distributed is insufficient to pay as aforesaid, then ratably, without priority of one over the other, in proportion to the amounts owed each hereunder;

Application of Payments After Event of Default. After the occurrence of an Event of Default, all amounts collected or received by Lender shall be applied first to the payment of all proper costs incurred by Lender in connection with the collection thereof (including reasonable expenses and disbursements of Lender and reasonable attorneys’ fees of Lender), second to the reimbursement of any advances made by Lender to effect performance of any unperformed covenants of any Credit Party under any of the Loan Documents, third to the payment of any unpaid fees required pursuant to Section 2.12, fourth to the payment of any unpaid fees required pursuant to Section 2.1(b) and Section 2.11, fifth, to the payment of all accrued but unpaid interest, sixth, to the payment to Lender for payment of the outstanding principal of the Revolving Loan and to satisfy all obligations and liabilities then due under Hedge Agreements. All payments received by Lender after the occurrence of an Event of Default for application to the principal of the Revolving Loan shall be applied by Lender in the manner provided in Section 3.2 above.