Application of Payments Prior to Event of Default. (a) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, and except as otherwise provided in Section 2.8.2(b), all funds transferred to the Borrower's Account and for which the Borrower has received credits shall be applied to the Obligations once each calendar week as follows: (i) first, to pay the fees, expenses, costs, and any past due amounts (other than principal and interest on any Loans) due and payable by the Borrower to the Agent or any Bank; (ii) second, to pay interest then due and payable on the Loans, and any other Obligations then due and payable (other than the principal of the Loans); (iii) third, to reduce the principal of the Loans; and (iv) fourth, to pay the Obligations under and as defined in the Receivables Credit Agreement as specified therein. (b) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, any funds in the Borrower's Account constituting proceeds from the sale or other disposition of, or otherwise funds generated by or from, the Receivables Loan Collateral shall be applied to the Obligations as follows: (i) first, to pay the fees, expenses, and any past due amounts (other than principal and interest on any Loans) due and payable by the Borrower to Sovereign; (ii) second, to pay interest then due and payable on the Loans of Sovereign, and any other Obligations then due and payable to Sovereign (other than the principal of the Loans); (iii) third, to reduce the principal of the Loans of Sovereign; (iv) fourth, to pay interest then due and payable on the Loans of the Banks (other than Sovereign) and any other Obligations then due and payable (other than the principal of the Loans) to the Banks (other than Sovereign); (v) fifth, to reduce the principal of the Loans of the Banks (other than Sovereign); and (vi) sixth, to pay the Obligations under and as defined in the Receivables Credit Agreement as specified therein. (c) Except as otherwise provided in Section 2.8.2(a) or (b), all prepayments of the Loans pursuant to this Section 2.8.2 shall be allocated among the Banks making such Loans, in proportion, as nearly as practicable, to the respective unpaid principal amount of such Loans outstanding, with adjustments to the extent practicable to equalize any prior payments or repayments not exactly in proportion.
Appears in 1 contract
Samples: Revolving Credit Agreement (Silverleaf Resorts Inc)
Application of Payments Prior to Event of Default. (a) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, and except as otherwise provided in Section 2.8.2(b) and (c), all funds transferred to the Borrower's Account and for which the Borrower has received credits shall be applied to the Obligations once each calendar week as follows:
(i) first, to pay the fees, expenses, costs, and any past due amounts (other than principal and interest on any Loans) due and payable by the Borrower to the Agent or any Bank;
(ii) second, to pay interest then due and payable on the Tranche A Loans, interest then due and payable on the Tranche B Loans, and any other Obligations then due and payable (other than the principal of the Loans);
(iii) third, to reduce make any unpaid principal payments due with respect to the principal of the Loans; andTranche B Loans under Section 2.2;
(iv) fourth, to pay reduce the Obligations under and as defined in principal of the Receivables Credit Agreement as specified thereinTranche A Loans;
(v) fifth, to reduce the principal of the Tranche B Loans pro rata based upon the respective Tranche A Commitment Percentages of the Banks; and
(vi) sixth, to reduce any remaining principal of the Tranche B Loans.
(b) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, any funds in the Borrower's Account constituting proceeds from (1) the Net Cash Proceeds of the sale or other disposition ofof any of the Additional Resort Collateral or (2) insurance proceeds in respect of damaged or destroyed Additional Resort Collateral that are not applied to repair or replacement in accordance with Section 7.7, or otherwise funds generated by or from, proceeds of title insurance and condemnation proceeds respect to any of the Receivables Loan Additional Resort Collateral shall be applied to the Obligations as follows:
(i) first, to pay the fees, expenses, costs and any past due amounts (other than principal and interest on any Loans) due and payable by the Borrower to Sovereignthe Agent or any Bank;
(ii) second, to pay interest then due and payable on the Loans of SovereignTranche A Loans, interest then due and payable on the Tranche B Loans, and any other Obligations then due and payable to Sovereign (other than the principal of the Loans);
(iii) third, to reduce the principal of the Tranche B Loans pro rata based upon the respective Tranche A Commitment Percentages of Sovereignthe Banks;
(iv) fourth, to pay interest then due and payable on the Loans of the Banks (other than Sovereign) and reduce any other Obligations then due and payable (other than the remaining principal of the Tranche B Loans) to the Banks (other than Sovereign);; and
(v) fifth, to reduce the principal of the Loans of the Banks (other than Sovereign); and
(vi) sixth, to pay the Obligations under and as defined in the Receivables Credit Agreement as specified thereinTranche A Loans.
(c) Except as otherwise provided in Section 2.8.2(a) or (b), all prepayments of the Loans pursuant to this Section 2.8.2 shall be allocated among the Banks making such Loans, in proportion, as nearly as practicable, to the respective unpaid principal amount of such Loans outstanding, with adjustments to the extent practicable to equalize any prior payments or repayments not exactly in proportion.
Appears in 1 contract
Samples: Revolving Credit Agreement (Silverleaf Resorts Inc)
Application of Payments Prior to Event of Default. (a) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, and except as otherwise provided in Section 2.8.2(b), all funds transferred to the Borrower's Account and for which the Borrower has received credits shall be applied to the Obligations once each calendar week as follows:
(i) first, to pay the fees, expenses, costs, and any past due amounts (other than principal and interest on any Loans) due and payable by the Borrower to the Agent or any Bank;
(ii) second, to pay interest then due and payable on the Loans, and any other Obligations then due and payable (other than the principal of the Loans);
(iii) third, to reduce the principal of the Loans; and
(iv) fourth, to pay the Obligations under and as defined in the Receivables Inventory Credit Agreement as specified therein.
(b) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, any funds in the Borrower's Account constituting proceeds from the sale or other disposition of, or otherwise funds generated by or from, the Receivables Loan Primary Collateral (as defined in the Inventory Credit Agreement) shall be applied to the Obligations as follows:
(i) first, to pay the fees, expenses, and any past due amounts (other than principal and interest on any Loans) due and payable by the Borrower to Sovereign;
(ii) second, to pay interest then due and payable on the Loans of Sovereign, and any other Obligations then due and payable to Sovereign (other than the principal of the Loans);
(iii) third, to reduce the principal of the Loans of Sovereign;
(iv) fourth, to pay interest then due and payable on the Loans of the Banks (other than Sovereign) and any other Obligations then due and payable (other than the principal of the Loans) to the Banks (other than Sovereign);
(v) fifth, to reduce the principal of the Loans of the Banks (other than Sovereign); and
(vi) sixth, to pay the Obligations under and as defined in the Receivables Credit Agreement as specified therein.
(c) Except as otherwise provided in Section 2.8.2(a) or (b), all prepayments of the Loans pursuant to this Section 2.8.2 shall be allocated among the Banks making such Loans, in proportion, as nearly as practicable, to the respective unpaid principal amount of such Loans outstanding, with adjustments to the extent practicable to equalize any prior payments or repayments not exactly in proportion.
Appears in 1 contract
Samples: Revolving Credit Agreement (Silverleaf Resorts Inc)
Application of Payments Prior to Event of Default. (a) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, and so long as the outstanding amount of all Revolving Credit Loans (which shall not include the Maximum Drawing Amounts of any issued and outstanding Letters of Credit) is less than $75,000,000 at all times and the Excess Availability is greater than $100,000,000 at all times, all funds transferred to the BKB Concentration Account and for which the Borrower or Guarantor, as the case may be, has received credits shall, except as otherwise provided required by Section 5.2(c), be applied to the Operating Account (in Section 2.8.2(bthe case of the Borrower) or, as the case 38 30 may be, the operating account of a Guarantor maintained with the Agent (the "Guarantor Operating Account"). In the event the outstanding amount of all Revolving Credit Loans (which shall not include the Maximum Drawing Amounts of any issued and outstanding Letters of Credit) at any time exceeds $75,000,000 or the Excess Availability at any time is less than $100,000,000 (hereinafter being referred to as the "Trigger Event"), all funds transferred to the Borrower's BKB Concentration Account and for which the Borrower or such Guarantor, as the case may be, has received credits shall be applied to the Obligations once each calendar week shall, except as follows:
(i) firstotherwise required by Section 5.2(c), to pay the fees, expenses, costs, and any past due amounts (other than principal and interest on any Loans) due and payable by the Borrower to the Agent or any Bank;
(ii) second, to pay interest then due and payable on the Loans, and any other Obligations then due and payable (other than the principal of the Loans);
(iii) third, to reduce the principal of the Loans; and
(iv) fourth, to pay the Obligations under and as defined in the Receivables Credit Agreement as specified therein.
(b) Prior to the occurrence of an Event of Default of which the account officers of the Agent active on the Borrower's account have knowledge, any funds in the Borrower's Account constituting proceeds from the sale or other disposition of, or otherwise funds generated by or from, the Receivables Loan Collateral shall be applied to the Obligations as follows:
(i) first, to pay the fees, expenses, and any past due amounts (other than principal and interest on any Loans) then due and payable by under this Credit Agreement, the Borrower to SovereignNotes and the other Loan Documents;
(ii) second, to pay interest reduce other Revolving Credit Loans made by the Agent pursuant to Section 2.6.2 and for which Settlement has not then due and payable on the Loans of Sovereign, and any other Obligations then due and payable to Sovereign (other than the principal of the Loans)been made;
(iii) third, to reduce the principal of the other Revolving Credit Loans of Sovereignwhich are Base Rate Loans;
(iv) fourth, to pay interest then due and payable on the reduce Revolving Credit Loans of the Banks (other than Sovereign) and any other Obligations then due and payable (other than the principal of the which are Eurodollar Rate Loans) to the Banks (other than Sovereign);; and
(v) fifth, to reduce the principal of the Loans of the Banks except as otherwise required by Section 5.2(b) and (other than Sovereignc); and
(vi) sixth, to pay the Obligations under and Operating Account or the Guarantor Operating Account, as defined the case may be. Notwithstanding anything to the contrary contained in the Receivables Credit Agreement immediately preceding sentence, in the event the Trigger Event has occurred, so long as specified thereinno Default or Event of Default has occurred and is continuing or would exist as a result thereof, the Agent shall, to the extent funds are available in the Guarantor's BKB Concentration Account for which the Guarantor has received credit, transfer an amount into the Guarantor Operating Account which would be sufficient for the Guarantor to maintain a $5,000,000 daily balance in the Guarantor Operating Account (provided, however, that the Agent shall only be required to make one such transfer each Business Day). To the extent funds are not so available, the Agent shall transfer into the Guarantor Operating Account (with the Agent only being required to make one such transfer each Business Day) the entire balance of such Guarantor's BKB Concentration Account until such time, if ever, that the balance in the Guarantor Operating Account is $5,000,000.
(cb) Except as otherwise provided in Section 2.8.2(a) or (b), all All prepayments of the Eurodollar Rate Loans pursuant to this Section 2.8.2 shall be allocated among the Banks making such Loans, in proportion, as nearly as practicable, prior to the respective unpaid principal amount end of an Interest Period shall obligate the Borrower to pay any breakage costs associated with such Eurodollar Rate Loans outstanding, in accordance with adjustments Section 6.9. Prior to the extent practicable occurrence of an Event of Default, the Borrower may elect to equalize any prior payments or repayments not exactly avoid such breakage costs by providing to the Agent cash in proportion.an amount sufficient to cash
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Western Digital Corp)