Application of Proceeds from Sale or other Disposition of the Collateral. (a) In the event of any sale, transfer or other disposition (including a casualty loss or taking through eminent domain) of the Collateral, the proceeds resulting therefrom (including insurance proceeds) shall be distributed and applied as follows: (a) first, to Agent to be applied in accordance with the terms of the Senior Debt Documents until such time as the Senior Debt (other than Excluded Senior Debt) is paid in full in cash (or other consideration acceptable to Agent in its sole discretion); (b) second, to the Subordinated Creditor to be applied in accordance with the Subordinated Debt Documents (as if demand for such payment shall have been made under the Subsidiary Guaranty, whether or not such demand has been made) until the Subordinated Debt (subject to the limitation set forth in Section 3.2 below) is paid in full in cash (or other consideration acceptable to each Subordinated Creditor in its sole discretion); (c) third, to Agent to be applied in accordance with the terms of the Senior Debt Documents until such time as all other Senior Debt not paid pursuant to clause (a) is paid in full in cash (or such other consideration acceptable to Agent in its sole discretion); and (d) fourth, to the Subordinated Creditor to be applied in accordance with the Subordinated Debt Documents until such time as all other Subordinated Debt not paid pursuant to clause (b) is paid in full in cash (or such other consideration acceptable to Subordinated Creditor in its sole discretion).
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Samples: Subordination and Intercreditor Agreement (PNG Ventures Inc), Subordination and Intercreditor Agreement (Earth Biofuels Inc), Subordination and Intercreditor Agreement (Earth Biofuels Inc)
Application of Proceeds from Sale or other Disposition of the Collateral. (a) In the event of any sale, transfer or other disposition (including a casualty loss or taking through eminent domain) of the Collateral, the proceeds resulting therefrom (including insurance proceeds) shall be distributed and applied as follows: (a) firstFIRST, to Agent to be applied in accordance with the terms of the Senior Debt Documents until such time as the Senior Debt (other than Excluded Senior Debt) is paid in full in cash (or other consideration acceptable to Agent in its sole discretion); (b) secondSECOND, to the Subordinated Creditor Creditors to be applied in accordance with the Subordinated Debt Documents (as if demand for such payment shall have been made under the Subsidiary Guaranty, whether or not such demand has been made) until the Subordinated Debt (subject to the limitation set forth in Section 3.2 below) is paid in full in cash (or other consideration acceptable to each Subordinated Creditor in its sole discretion); (c) thirdTHIRD, to Agent to be applied in accordance with the terms of the Senior Debt Documents until such time as all other Senior Debt not paid pursuant to clause (a) is paid in full in cash (or such other consideration acceptable to Agent in its sole discretion); and (d) fourthFOURTH, to the Subordinated Creditor Creditors to be applied in accordance with the Subordinated Debt Documents until such time as all other Subordinated Debt not paid pursuant to clause (b) is paid in full in cash (or such other consideration acceptable to the Subordinated Creditor Creditors in its their sole discretion).
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Samples: Subordination and Intercreditor Agreement (Sandell Asset Management Corp)