Common use of Application of Payments During an Event of Default Clause in Contracts

Application of Payments During an Event of Default. Each Borrower hereby irrevocably waives, and agrees to cause each other Borrower and each other Borrower to waive, the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default, shall, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest then due and payable in respect of the Loans, and (iv) fourth, ratably to repay the outstanding principal amounts of the Loans, and to pay amounts owing with respect to Secured Hedging Agreements and (v) fifth, to the ratable payment of all other Obligations.

Appears in 2 contracts

Samples: Credit Agreement (Emeritus Corp\wa\), Credit Agreement (Emeritus Corp\wa\)

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Application of Payments During an Event of Default. Each The Borrower hereby irrevocably waives, and agrees to cause each other Borrower Loan Party and each other Borrower Group Member to waive, the right to direct the application during the continuance of an Event of Default of any and all payments or prepayments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default9.2, shall, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) Cash Collateral Account and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest then due and payable in respect of the Loans, and (iv) fourth, ratably to repay the outstanding principal amounts of the Loans, and to pay amounts owing with respect to Secured Hedging Agreements and (v) fifth, to the ratable payment of all other ObligationsObligations and (vi) sixth, to the Borrower.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Clearlake Capital Partners, LLC), Second Lien Credit Agreement (Goamerica Inc)

Application of Payments During an Event of Default. Each The Borrower hereby irrevocably waives, and agrees to cause each other Borrower Loan Party and each other Borrower Group Member to waive, the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default9.2, shall, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) Cash Collateral Account and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest then due and payable in respect of the Term Loans, and (iv) fourth, ratably to repay the outstanding principal amounts of the Loans, Term Loans and to pay amounts owing with respect to Secured Hedging Agreements and (v) fifth, to the ratable payment of all other Obligations.

Appears in 2 contracts

Samples: Guaranty and Security Agreement (Dayton Superior Corp), Credit Agreement (Dayton Superior Corp)

Application of Payments During an Event of Default. Each Borrower hereby irrevocably waives, and agrees to cause each other Borrower and each other Borrower to waive, Credit Party party hereto hereby irrevocably waives the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (Ai) the direction of the Required Lenders or (Bii) the termination of any Delayed Draw Term Loan Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default11.2, shall, shall apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) and all other proceeds of Collateral (iA) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (iiB) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iiiC) third, to pay interest then due and payable in respect of the Loans, and (ivD) fourth, ratably to repay the outstanding principal amounts of the Loans, and to pay amounts owing with respect to Secured Hedging Agreements and Loans (vE) fifth, to the ratable payment of all other Obligations.

Appears in 1 contract

Samples: Loan and Security Agreement (MMC Energy, Inc.)

Application of Payments During an Event of Default. Each of Holdings and the Borrower hereby irrevocably waives, and agrees to cause each other Borrower Loan Party and each other Borrower Group Member to waive, the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent Agents may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default9.2, shall, subject to the terms of the Intercreditor Agreement, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) Cash Collateral Account and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative any Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest then due and payable in respect of the Loans, and (iv) fourth, ratably to repay the outstanding principal amounts of the Loans, and to pay amounts owing with respect to Secured Hedging Agreements Loans and (v) fifth, to the ratable payment of all other Obligations.

Appears in 1 contract

Samples: Credit Agreement (Danka Business Systems PLC)

Application of Payments During an Event of Default. Each of Holdings and the Borrower hereby irrevocably waives, and agrees to cause each other Borrower Loan Party and each other Borrower Group Member to waive, the right to direct the application during the continuance of an Event of Default of any and all payments or prepayments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any Term Loan Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default9.2, shall, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) Cash Collateral Account and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest then due and payable in respect of the Loans, and (iv) fourth, ratably to repay the outstanding principal amounts of the LoansLoans (together with the applicable Prepayment Premium, and to pay amounts owing with respect to Secured Hedging Agreements if any), and (v) fifth, to the ratable payment of all other Obligations.

Appears in 1 contract

Samples: Intercreditor Agreement (Inverness Medical Innovations Inc)

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Application of Payments During an Event of Default. Each of Holdings and the Borrower hereby irrevocably waives, and agrees to cause each other Borrower Loan Party and each other Borrower Group Member to waive, the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any the Revolving Credit Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default9.2, shall, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) Cash Collateral Account and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest and fees then due and payable in respect of the Revolving Loans, and (iv) fourth, ratably to repay the outstanding principal amounts of the Revolving Loans, and (v) fifth, to pay amounts owing with respect to Secured Hedging Agreements Agreements, and (vvi) fifthsixth, to the ratable payment of all other Obligations.

Appears in 1 contract

Samples: Credit Agreement (Parlux Fragrances Inc)

Application of Payments During an Event of Default. Each The Borrower hereby irrevocably waives, and agrees to cause each the other Borrower and each other Borrower Group Member to waive, the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default9.2, shall, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) the Restricted Payment Account and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest then due and payable in respect of the Term Loans, and (iv) fourth, ratably to repay the outstanding principal amounts Principal Balance of the Term Loans, and to pay amounts owing with respect to Secured Hedging Agreements and (v) fifth, to the ratable payment of all other Obligations.

Appears in 1 contract

Samples: Credit Agreement (SemGroup Corp)

Application of Payments During an Event of Default. Each Borrower hereby irrevocably waives, and agrees to cause each other Borrower and each other Borrower to waive, the right to direct the application during the continuance of an Event of Default of any and all payments in respect of any Obligation and any proceeds of Collateral and agrees that, during the continuance of an Event of Default, notwithstanding the provisions of clause (a) above, the Administrative Agent may, and, upon either (A) the direction of the Required Lenders or (B) the termination of any Commitment or the acceleration of any Obligation pursuant to Section 9.2 as a result of such Event of Default, shall, apply all payments in respect of any Obligation, all funds on deposit in any escrow established pursuant to Section 2.1(b) and all other proceeds of Collateral (i) first, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any cost or expense reimbursements, fees or indemnities then due to the Lenders, (iii) third, to pay interest then due and payable in respect of the Loans, and (iv) fourth, ratably to repay the outstanding principal amounts of the LoansLoans and Secured Hedging Agreements, and (v) fifth, to pay amounts owing with respect to Secured Existing Hedging Agreements Agreements, and (vvi) fifthsixth, to the ratable payment of all other Obligations.

Appears in 1 contract

Samples: Credit Agreement (Emeritus Corp\wa\)

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