Common use of Application of Proceeds; Deficiency Clause in Contracts

Application of Proceeds; Deficiency. (a) All amounts deposited in the Collection Account shall be deemed received by the Noteholder Collateral Agent and shall, after having been credited to the Collection Account, be applied (and allocated) by in accordance with the Intercreditor Agreement. Subject to the terms, conditions and provisions of the Intercreditor Agreement, the Noteholder Collateral Agent shall require all other cash proceeds of the Collateral, which are not required to be applied to the Secured Obligations or the ABL Obligations pursuant to Intercreditor Agreement, to be deposited in a special non-interest bearing cash collateral account with the Noteholder Collateral Agent and held there as security for the Secured Obligations. No Grantor shall have any control whatsoever over said cash collateral account. Any such proceeds of the Collateral shall be applied in the order set forth in the Intercreditor Agreement unless a court of competent jurisdiction shall otherwise direct. Subject to the terms, conditions and provisions of the Intercreditor Agreement, the balance, if any, after all of the Secured Obligations have been satisfied, shall be deposited by the Noteholder Collateral Agent into the Company’s general operating account. The Grantors shall remain liable for any deficiency if the proceeds of any sale or disposition of the Collateral are insufficient to pay all Secured Obligations, including any attorneys’ fees and other expenses incurred by the Noteholder Collateral Agent or any Noteholder Secured Party to collect such deficiency.

Application of Proceeds; Deficiency. (a) All Upon the occurrence of a Default or an Unmatured Default, all amounts deposited in the Collection Account shall be deemed received by the Noteholder Collateral Agent Lender in accordance with the Credit Agreement and shall, after having been credited in immediately available funds to the Collection Account, be applied (and allocated) by the Lender in accordance with the Intercreditor Credit Agreement. Subject In no event shall any amount be so applied unless and until such amount shall have been credited in immediately available funds to the terms, conditions and provisions of the Intercreditor Agreement, the Noteholder Collateral Agent Collection Account. The Lender shall require all other cash proceeds of the Collateral, which are not required to be applied to the Secured Obligations or the ABL Obligations Liabilities pursuant to Intercreditor the Credit Agreement, to be deposited in a special non-interest bearing cash collateral account with the Noteholder Collateral Agent a bank of Lender's choosing and held there as security for the Secured ObligationsLiabilities. No Grantor The Borrower shall have any no control whatsoever over said cash collateral account. Any such proceeds of the Collateral shall be applied in the order set forth in the Intercreditor Credit Agreement unless a court of competent jurisdiction shall otherwise direct. Subject to the terms, conditions and provisions of the Intercreditor Agreement, the The balance, if any, after all of the Secured Obligations Liabilities have been satisfied, shall be deposited by the Noteholder Collateral Agent Lender into the Company’s Borrower's general operating account. The Grantors Borrower shall remain liable for any deficiency if the proceeds of any sale or disposition of the Collateral are insufficient to pay all Secured ObligationsLiabilities, including any attorneys’ ' fees and other expenses incurred by the Noteholder Collateral Agent or any Noteholder Secured Party Lender to collect such deficiency.

Application of Proceeds; Deficiency. (a) All amounts deposited in the Collection Account shall be deemed received by the Noteholder Collateral Agent in accordance with Section 2.17 of the Credit Agreement and shall, after having been credited in immediately available funds to the Collection Account, be applied (and allocated) by Agent in accordance with Section 2.18 of the Intercreditor Credit Agreement. Subject In no event shall any amount be so applied unless and until such amount shall have been credited in immediately available funds to the terms, conditions and provisions of the Intercreditor Agreement, the Noteholder Collateral Collection Account. The Agent shall require all other cash proceeds of the Collateral, which are not required to be applied to the Secured Obligations or the ABL Obligations pursuant to Intercreditor Section 2.15 of the Credit Agreement, to be deposited in a special non-interest bearing cash collateral account with the Noteholder Collateral Agent and held there as security for the Secured Obligations. No Grantor shall have any control whatsoever over said cash collateral account. Any such proceeds of the Collateral shall be applied in the order set forth in Section 2.18 of the Intercreditor Credit Agreement unless a court of competent jurisdiction shall otherwise direct. Subject to the terms, conditions and provisions of the Intercreditor Agreement, the The balance, if any, after all of the Secured Obligations have been satisfied, shall be deposited by the Noteholder Collateral Agent into the CompanyBorrower Representative’s general operating accountaccount with the Agent. The Grantors shall remain liable for any deficiency if the proceeds of any sale or disposition of the Collateral are insufficient to pay all Secured Obligations, including any attorneys’ fees and other expenses incurred by the Noteholder Collateral Agent or any Noteholder Secured Party Lender to collect such deficiency.

Application of Proceeds; Deficiency. (a) All amounts deposited in the Collection Account shall be deemed received by the Noteholder Collateral Agent Lender in accordance with Section 2.17 of the Credit Agreement and shall, after having been credited to the Collection Account, be applied (and allocated) by Lender in accordance with Section 2.09(b) of the Intercreditor Credit Agreement; provided that, until such time as Lender, in its Permitted Discretion, elects to apply amounts deposited in the Collection Account in accordance with Section 2.09(b) of the Credit Agreement during a Trigger Period, collections which are received into the Collection Account shall be deposited into the Grantors’ Funding Account rather than being used to reduce amounts owing under the Credit Agreement. Subject to the terms, conditions and provisions of the Intercreditor Agreement, the Noteholder Collateral Agent The Lender shall require all other cash proceeds of the Collateral, which are not required to be applied to the Secured Obligations or the ABL Obligations pursuant to Intercreditor Section 2.10 of the Credit Agreement, to be deposited in a special non-interest non‑interest bearing cash collateral account with the Noteholder Collateral Agent Lender and held there as security for the Secured Obligations. No Grantor shall have any control whatsoever over said cash collateral account. Any such proceeds of the Collateral shall be applied in the order set forth in Section 2.17 of the Intercreditor Credit Agreement unless a court of competent jurisdiction shall otherwise direct. Subject to the terms, conditions and provisions of the Intercreditor Agreement, the The balance, if any, after all of the Secured Obligations have been satisfied, shall be deposited by the Noteholder Collateral Agent Lender into the Companysuch Grantor’s general operating accountaccount with the Lender. The Grantors shall remain liable liable, jointly and severally, for any deficiency if the proceeds of any sale or disposition of the Collateral are insufficient to pay all Secured Obligations, including any attorneys’ fees and other expenses incurred by the Noteholder Collateral Agent or any Noteholder Secured Party Lender to collect such deficiency.