Common use of Cash Collateral; Letters of Credit Clause in Contracts

Cash Collateral; Letters of Credit. Apply or execute upon any amounts on deposit in any Account, or any proceeds or any other moneys of Borrower on deposit with Administrative Agent, Collateral Agent, Depositary Agent or any other Secured Party in the manner provided in the UCC and other relevant statutes and decisions and interpretations thereunder with respect to cash collateral; or draw upon any Acceptable Letter of Credit held by Administrative Agent or Depositary Agent as security. Without limiting the foregoing, each of Administrative Agent, Collateral Agent and Depositary Agent shall have all rights and powers with respect to the Loan proceeds, draws upon any Acceptable Letter of Credit, the Accounts and the contents of the Accounts as it has with respect to any other Collateral and may apply, or cause the application of, such amounts to the payment of interest, principal, fees, costs, charges or other amounts due or payable to Administrative Agent, Collateral Agent, Depositary Agent or the Secured Parties with respect to the Loans in accordance with the Intercreditor Agreement. In addition to the foregoing, but subject to the Intercreditor Agreement, each Agent may and, at the written direction of the Required Lenders, shall at any time while an Event of Default has occurred and is continuing be entitled to exercise all remedies under the UCC and any Governmental Rule. For the avoidance of doubt, the provisions of this Section 7.2 are not intended to modify or limit any provision of any Permitted Swap Agreement.

Cash Collateral; Letters of Credit. Apply or execute upon any amounts on deposit in any Account, or any proceeds or any other moneys of any Co-Borrower on deposit with Administrative Agent, Collateral Agent, Depositary Agent or any other Secured Party in the manner provided in the UCC and other relevant statutes and decisions and interpretations thereunder with respect to cash collateral; or draw upon any Acceptable Letter of Credit held by Administrative Agent or Depositary Agent as security. Without limiting the foregoing, each of Administrative Agent, Collateral Agent and Depositary Agent shall have all rights and powers with respect to the Loan proceeds, draws upon any Acceptable Letter of Credit, the Accounts and the contents of the Accounts as it has with respect to any other Collateral and may apply, or cause the application of, such amounts to the payment of interest, principal, fees, costs, charges or other amounts due or payable to Administrative Agent, Collateral Agent, Depositary Agent or the Secured Parties with respect to the Loans in accordance with the Intercreditor Agreement. No Co-Borrower shall have any rights or powers with respect to such amounts. In addition to the foregoing, but subject to the Intercreditor Agreement, each Collateral Agent may andand the other Secured Parties shall, at the written direction of the Required Lenders, shall at any time while an Event of Default has occurred and is continuing be entitled to exercise all remedies under the UCC and any Governmental Rule. For the avoidance of doubt, the provisions of this Section 7.2 are not intended to modify or limit any provision of any Permitted Swap Agreement.104

Cash Collateral; Letters of Credit. Apply or execute upon any amounts on deposit in any Account, or any proceeds or any other moneys of any Co-Borrower on deposit with Administrative Agent, Collateral Agent, Depositary Agent or any other Secured Party in the manner provided in the UCC and other relevant statutes and decisions and interpretations thereunder with respect to cash collateral; or draw upon any Acceptable Letter of Credit held by Administrative Agent or Depositary Agent as security. Without limiting the foregoing, each of Administrative Agent, Collateral Agent and Depositary Agent shall have all rights and powers with respect to the Loan proceeds, draws upon any Acceptable Letter of Credit, the Accounts and the contents of the Accounts as it has with respect to any other Collateral and may apply, or cause the application of, such amounts to the payment of interest, principal, fees, costs, charges or other amounts due or payable to Administrative Agent, Collateral Agent, Depositary Agent or the Secured Parties with respect to the Loans in accordance with the Intercreditor Agreement. No Co-Borrower shall have any rights or powers with respect to such amounts. In addition to the foregoing, but subject to the Intercreditor Agreement, each Collateral Agent may andand the other Secured Parties shall, at the written direction of the Required Lenders, shall at any time while an Event of Default has occurred and is continuing be entitled to exercise all remedies under the UCC and any Governmental Rule. For the avoidance of doubt, the provisions of this Section 7.2 are not intended to modify or limit any provision of any Permitted Swap Agreement.