Common use of Cash Proceeds Clause in Contracts

Cash Proceeds. Subject to the terms of the Intercreditor Agreement, in addition to the rights of the Term Collateral Agent specified in Section 4.3 with respect to payments of Receivables, if any Event of Default shall have occurred and be continuing, all Proceeds of any Collateral received by any Grantor consisting of Cash Proceeds shall be held by such Grantor in trust for the Term Collateral Agent, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless otherwise provided pursuant to Section 5.14 of the Term Loan Agreement, be turned over to the Term Collateral Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Term Collateral Agent, if required) and held by the Term Collateral Agent, provided, however, that prior to the Discharge of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section with respect to Cash Proceeds of Collateral constituting Revolving Priority Collateral by delivering such Cash Proceeds to the Revolving Collateral Agent. Subject to the terms of the Intercreditor Agreement, any Cash Proceeds received by the Term Collateral Agent (whether from a Grantor or otherwise), if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Term Collateral Agent, subject to the terms of the Intercreditor Agreement, (A) be held by the Term Collateral Agent for the benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured), and/or (B) then or at any time thereafter be applied by the Term Collateral Agent against the Secured Obligations then due and owing; provided, however, that prior to the Discharge of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section with respect to Cash Proceeds of Revolving Priority Collateral by delivering such proceeds to the Revolving Collateral Agent.

Cash Proceeds. Subject to the terms of the Intercreditor Agreement, in In addition to the rights of the Term Revolving Collateral Agent specified in Section 4.3 with respect to payments of Receivables, if any Event of Default shall have occurred and be continuing, all Proceeds proceeds of any Collateral received by any Grantor consisting of Cash Proceeds shall be held by such Grantor in trust for the Term Revolving Collateral Agent, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless otherwise provided pursuant to Section 5.14 of the Term Loan Agreement4.4.1(a)(ii), be turned over to the Term Revolving Collateral Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Term Revolving Collateral Agent, if required) and held by the Term Revolving Collateral Agent, provided, however, that prior to the Discharge of Revolving Term Obligations, such Grantor shall satisfy the delivery requirements of this Section section with respect to Cash Proceeds of Collateral constituting Revolving Priority Fixed Collateral by delivering such Cash Proceeds to the Revolving Term Collateral Agent. Subject to the terms of the Intercreditor Agreement, any Any Cash Proceeds received by the Term Revolving Collateral Agent (whether from a Grantor or otherwise)): (i) if no Event of Default shall have occurred and be continuing, shall be held by the Revolving Collateral Agent for the benefit of the Secured Parties, as forth in the Intercreditor Agreement, as collateral security for the Secured Obligations (whether matured or unmatured) and the Secured Obligations under and as defined in the Term Security Agreement (whether matured or unmatured) and (ii) if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Term Revolving Collateral Agent, subject to the terms of the Intercreditor Agreement, (A) be held by the Term Revolving Collateral Agent for the benefit of the Secured Parties, as set forth in the Intercreditor Agreement, as collateral security for the Secured Obligations (whether matured or unmatured), ) and the Secured Obligations under and as defined in the Term Security Agreement (whether matured or unmatured) and/or (B) then or at any time thereafter be applied by the Term Revolving Collateral Agent against the Secured Obligations then due and owing; provided, however, that prior to the Discharge of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section with respect to Cash Proceeds of Revolving Priority Collateral by delivering such proceeds to the Revolving Collateral Agent.

Cash Proceeds. Subject to the terms of the Intercreditor Agreement, in In addition to the rights of the Term Collateral Agent specified in Section 4.3 with respect to payments of Receivables, if any Event of Default shall have occurred and be continuing, continuing all Proceeds proceeds of any Collateral received by any Grantor consisting of cash, checks and other non-cash items (collectively, “Cash Proceeds Proceeds”) shall be held by such Grantor in trust for the Term Collateral Agent, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless otherwise provided pursuant to Section 5.14 of the Term Loan Agreement4.4(a)(ii), be turned over to the Term Collateral Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Term Collateral Agent, if required) and held by the Term Collateral Agent, provided, however, that prior to Agent in the Discharge of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section with respect to Cash Proceeds of Collateral constituting Revolving Priority Collateral by delivering such Cash Proceeds to the Revolving Collateral AgentAccount. Subject to the terms of the Intercreditor Agreement, any Any Cash Proceeds received by the Term Collateral Agent (whether from a Grantor or otherwise)): (i) if no Event of Default shall have occurred and be continuing, shall be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and (ii) if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Term Collateral Agent, subject to the terms of the Intercreditor Agreement, (A) be held by the Term Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured), ) and/or (B) then or at any time thereafter may be applied by the Term Collateral Agent against the Secured Obligations then due and owing; provided, however, that prior to . *** Certain confidential information has been omitted and filed separately with the Discharge of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section Commission. Confidential treatment has been requested with respect to Cash Proceeds of Revolving Priority Collateral by delivering such proceeds to the Revolving Collateral Agentomitted portions.

Cash Proceeds. Subject All proceeds of any Collateral received by the Pledgor consisting of cash, checks and other non-cash items (collectively, "CASH PROCEEDS") shall, if an Event of Default shall have occurred and is continuing and subject to the terms and conditions of the Intercreditor Agreement, be held by the Pledgor in trust for the Collateral Agent, segregated from its other funds, and shall, forthwith upon its receipt, unless otherwise provided pursuant to Section 4.4(a)(ii) and subject to the terms of the Intercreditor Agreement, in addition be turned over to the rights of the Term Collateral Agent specified in Section 4.3 with respect the exact form received by the Pledgor (duly indorsed by the Pledgor to payments of Receivablesthe Collateral Agent, if any required) and held by the Collateral Agent in the Collateral Account. Any Cash Proceeds received by the Collateral Agent (whether from the Pledgor or otherwise): (i) if no Event of Default shall have occurred and be continuing, all Proceeds of any Collateral received by any Grantor consisting of Cash Proceeds shall be held handled as required by such Grantor in trust for this Agreement or the Term Collateral AgentParity Lien Documents, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless or otherwise provided pursuant to Section 5.14 of the Term Loan Agreement, be turned over to the Term Collateral Agent in the exact form received by such Grantor Pledgor and (duly indorsed by such Grantor to the Term Collateral Agent, if requiredii) and held by the Term Collateral Agent, provided, however, that prior to the Discharge of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section with respect to Cash Proceeds of Collateral constituting Revolving Priority Collateral by delivering such Cash Proceeds to the Revolving Collateral Agent. Subject to the terms of the Intercreditor Agreement, any Cash Proceeds received by the Term Collateral Agent (whether from a Grantor or otherwise), if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Term Collateral Agent, subject to Agent while in compliance with the terms and conditions of the Intercreditor Agreement, (A) be held by the Term Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured), ) and/or (B) then or at any time thereafter may be applied by the Term Collateral Agent against the Secured Obligations then due and owing; provided, however, that prior to owing in accordance with the Discharge of Revolving Obligations, such Grantor shall satisfy Intercreditor Agreement and the delivery requirements of this Section with respect to Cash Proceeds of Revolving Priority Collateral by delivering such proceeds to the Revolving Collateral AgentParity Lien Documents.

Cash Proceeds. Subject to the terms of the Intercreditor Agreement, in In addition to the rights of the Term Collateral Agent specified in Section 4.3 with respect to payments of Receivables, if any Event subject to the terms and conditions of Default shall have occurred and be continuingthe Intercreditor Agreement, all Proceeds proceeds of any Collateral received by any Grantor consisting of cash, checks and other non-cash items (collectively, “Cash Proceeds Proceeds”) shall be held by such Grantor in trust for the Term Collateral Agent, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless otherwise provided pursuant to Section 5.14 of the Term Loan Agreement4.4(a)(ii), be turned over to the Term Collateral Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Term Collateral Agent, if required) and held by the Term Collateral Agent, provided, however, that prior to Agent in the Discharge in an account maintained under the sole dominion and control of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section with respect to Cash Proceeds of Collateral constituting Revolving Priority Collateral by delivering such Cash Proceeds to the Revolving Collateral Agent. Subject to the terms of the Intercreditor Agreement, any Any Cash Proceeds received by the Term Collateral Agent (whether from a Grantor or otherwise)): (i) if no Event of Default shall have occurred and be continuing, shall be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and (ii) if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Term Collateral Agent, subject to the terms of the Intercreditor Agreement, (A) be held by the Term Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured), ) and/or (B) then or at any time thereafter may be applied by the Term Collateral Agent against the Secured Obligations then due and owing; provided, however, that prior to the Discharge of Revolving Obligations, such Grantor shall satisfy the delivery requirements of this Section with respect to Cash Proceeds of Revolving Priority Collateral by delivering such proceeds to the Revolving Collateral Agent.