Application of Proceeds of Realization. Notwithstanding any other provision of this Agreement, the Proceeds of Realization of the Security or any portion thereof shall be distributed in the following order:
(a) first, in payment of all costs and expenses incurred by the Agent and the Lenders in connection with such realization, including legal, accounting and receivers' fees and disbursements;
(b) second, against the remaining Obligations (except those referred to in paragraph (c) below), on a pari passu basis among the Lenders to whom such Obligations are payable;
(c) third, to pay any Obligations owed to Non-Funding Lenders, on a pari passu basis among the Non-Funding Lenders to whom such Obligations are payable; and
(d) fourth, if all obligations of the Borrower listed above have been paid and satisfied in full, any surplus Proceeds of Realization shall be paid in accordance with Applicable Law.
Application of Proceeds of Realization. Upon enforcement of the rights and remedies of the Holder herein, any net profits of carrying on the business of the Company and the net proceeds of realization of any assets of the Company shall be applied by the Holder or the receiver, interim receiver or receiver-manager, if any, subject to claims ranking in priority to this Debenture:
(i) firstly, in payment of all costs, charges and expenses of and incidental to the appointment of the receiver, interim receiver or receiver-manager, and the exercise by such person of all or any of the powers aforesaid, including his reasonable remuneration and all outgoings properly paid by him;
(ii) secondly, in payment of all costs, charges and expenses of the Holder incidental to the enforcement of this Debenture and the exercise by the Holder of all or any of the powers aforesaid, including all outgoings properly paid by such Holder;
(iii) thirdly, in payment of all outstanding indebtedness then due and payable pursuant to this Debenture; and
(iv) fourthly, in payment of all claims ranking subordinate to this Debenture, by remitting any surplus to the Company.
Application of Proceeds of Realization. Despite any other provision of this Agreement, the proceeds realized from the exercise by the Lender of its powers, rights and remedies under the Loan Documents will be distributed in the following order:
10.3.1 first, in payment of all costs and expenses, including legal, accounting, receivers’ and other similar fees and disbursements, incurred by the Lender in connection with that realization;
10.3.2 second, in payment of all Liens or claims ranking in priority to the Security Interests created by the Security Documents;
10.3.3 third, against payment of the Outstanding Obligations; and
10.3.4 fourth, if all Outstanding Obligations have been paid in full, any surplus proceeds will be paid in accordance with Applicable Law.
Application of Proceeds of Realization. (a) Subject to paragraph 9.03(b) below but notwithstanding any other provision of this Agreement, the Proceeds of Realization of the Security or any portion thereof shall be distributed in the following order:
(i) first, in payment of all reasonable out of pocket costs and expenses incurred by the Agent and the Lenders in connection with such realization, including reasonable legal, accounting and receivers' fees and disbursements;
(ii) second, against the remaining Obligations (except those referred to in paragraph (iii) below), on a pari passu basis among the Lenders to whom such Obligations are payable;
(iii) third, to pay any Obligations owed to Non-Funding Lenders, on a pari passu basis among the Non-Funding Lenders to whom such Obligations are payable; and
(iv) fourth, if all obligations of the Borrower listed above have been paid and satisfied in full, any surplus Proceeds of Realization shall be paid in accordance with Applicable Law.
(b) If an Event of Default shall have occurred, until all obligations of the Lenders are paid in full in cash and all Hedging Obligations have been discharged or cash collateralized and all Commitments have been terminated, all payments or proceeds received by the Agent under this Agreement or any other Loan Document in respect of any of the Obligations, including, but not limited to any and all proceeds received by the Agent in respect of any sale, any collection from, or other realization upon all or any part of the Security (including the Proceeds of Realization of the Security or any portion thereof) and any payment, property or distribution received in respect of the Obligations during or in connection with any case or proceeding under any Insolvency Legislation, shall be applied in full or in part as follows:
(i) first, to the payment of reasonable out-of-pocket fees, costs and expenses, including legal fees, of the Agent payable or reimbursable by the Lenders under the Loan Documents;
(ii) second, to the payment of all Obligations under Facility A and all Hedging Obligations (including accrued and unpaid interest, principal of the Outstanding Advances thereunder, including interest accrued at the default rate and swap breakage costs) on a pari passu basis (except those referred to in paragraph 10.03(b)(iv) below);
(iii) fourth, to payment of any other amounts for payment of any other Obligations on a pari passu basis (except those referred to in paragraph 9.03(b)(iv) below);
(iv) fifth, to pay any Obligations o...
Application of Proceeds of Realization. Notwithstanding any other provision of this Agreement, the proceeds realized under the exercise by the Agent of its rights, remedies and recourses under the Loan Documents will be distributed in the following order:
(a) firstly, in payment of all costs and expenses incurred by the Agent and the Lenders in connection with such realization, including legal, accounting and receivers’ fees and disbursements and in payment of all Security Interests or claims ranking prior to the Security Interests created by the Security Documents;
(b) secondly, in repayment of any outstanding Secured Obligations, with such repayments being appropriated to the Obligations and Bank Product Obligations in the manner provided for in Section 12.6; and
(c) thirdly, if all Secured Obligations have been paid and satisfied in full, any surplus proceeds will be paid in accordance with Applicable Law.
Application of Proceeds of Realization. Subject to the claims, if any, of the Company’s creditors whose claims rank in priority to the Security, all cash Proceeds of Realization (defined below) shall be applied and distributed as follows:
(a) first, to the payment of all reasonable costs and expenses incurred by the Collateral Agent (including legal fees and disbursements) in the exercise of any or all of the powers granted to it under this Agreement and/or the Share Pledge Agreement and to the payment of the remuneration of any receiver appointed by the Collateral Agent or by a court at the instance of the Collateral Agent in respect of the Collateral or any part thereof (a “Receiver”) and all costs and expenses properly incurred by such Receiver (including legal fees and disbursements) in the exercise of any or all of the powers granted to it;
(b) second, to the payment of all amounts of money borrowed or advanced, if any, by the Collateral Agent or a Receiver and any interest thereon;
(c) third, to the payment of the Secured Obligations to the Lenders, pro rata in accordance with their respective Individual Lender’s Advances; and
(d) the balance, if any, in accordance with applicable law.
Application of Proceeds of Realization. Despite any other provision of this Agreement, the proceeds realized from the exercise by any Lender of its powers, rights and remedies under the Loan Documents will be distributed in the following order:
10.3.1 first, in payment of all costs and expenses, including legal, accounting, receivers’ and other similar fees and disbursements, incurred by the Lenders in connection with that realization;
10.3.2 second, in payment of all Liens or claims ranking in priority to the Security Interests created by the Security Documents;
10.3.3 third, against payment of the Outstanding Obligations constituting Senior Debt;
10.3.4 fourth, against payment of the Outstanding Obligations constituting Subordinate Debt; and
10.3.5 fifth, if all Outstanding Obligations have been paid in full, any surplus proceeds will be paid in accordance with Applicable Law.
Application of Proceeds of Realization. Notwithstanding any other provision of this Agreement, the Proceeds of Realization of the Security or any portion thereof shall be distributed in the following order:
(a) firstly, in payment of all costs and expenses as contemplated by paragraph 9(a) of the CBA Model Provisions incurred by the Agent and the Lenders in connection with such realization, including legal, accounting and receivers’ fees and disbursements;
(b) secondly, against the Obligations, each Lender being entitled to receive its Proportionate Share thereof; and
(c) thirdly, if all Obligations listed above have been paid and satisfied in full, any surplus Proceeds of Realization shall be paid in accordance with Applicable Law.
Application of Proceeds of Realization. Notwithstanding any other provision of this Agreement, the Proceeds of Realization of the Security or any portion thereof shall be distributed in the following order:
(i) firstly, in payment of all costs and expenses incurred by the Agent in connection with such administering this Agreement and other Loan Documents and the enforcement of rights of realization, including legal, accounting and receivers’ fees and disbursements;
(ii) secondly, against the Obligations (each Lender being entitled to receive a share thereof equal to the portion of the Obligations then owing to such Lender divided by the aggregate amount of the Obligations); and
(iii) thirdly, if all obligations of the Borrower listed above have been paid and satisfied in full, any surplus Proceeds of Realization shall be paid in accordance with Applicable Law.
Application of Proceeds of Realization. Subject to paragraph 9.03(b) below but notwithstanding any other provision of this Agreement, the Proceeds of Realization of the Security or any portion thereof shall be distributed in the following order:
