Collateral Proceeds Account. (a) Upon receipt of a Direction Notice, the Collateral Agent shall establish a collateral proceeds account subject to the Lien created by the Collateral Documents in the name of the Collateral Agent into which the Proceeds (as defined below) shall be deposited and from which only the Collateral Agent may effect withdrawals (the Collateral Proceeds Account). Such amounts shall be held by the Collateral Agent in the Collateral Proceeds Account and shall be distributed from time to time by the Collateral Agent in accordance with Section 3.02.
(b) Following the occurrence and during the continuation of an Event of Default, the following proceeds, payments and amounts (collectively, the Proceeds) shall be deposited and held by the Collateral Agent in the Collateral Proceeds Account and shall be distributed from time to time by the Collateral Agent to the Holders in accordance with Section 3.02:
(i) any proceeds of any collection, recovery, receipt, appropriation, realization or sale of any or all of the Collateral through the enforcement of the Collateral Documents received by the Collateral Agent or any Holder; and
(ii) any amounts held in the Collateral Proceeds Account at the time an Event of Default occurs. Each Holder agrees to deliver any Proceeds to the Collateral Agent within three (3) Business Days after receipt of such Proceeds, or if later (in the case of clause (ii)), within three (3) Business Days of being advised of the occurrence of an Event of Default. Until such time as the provisions of the immediately preceding sentence have been complied with, such Holder shall be deemed to hold such Proceeds in trust for the parties entitled thereto under this Agreement.
Collateral Proceeds Account. (a) Pursuant to this Indenture and the Collateral Agreements and subject to the terms of the Intercreditor Agreement if First-Lien Indebtedness is Incurred, the Company and the Guarantors will deposit in a cash collateral account (the “Collateral Proceeds Account”):
(i) cash proceeds from any sale, lease, transfer or other disposition (or series of related sales, leases, transfers or dispositions) of Collateral having an aggregate fair market value of more than $10 million;
(ii) any cash proceeds in excess of $10 million of any Collateral taken by eminent domain, expropriation or other similar governmental taking; and
(iii) cash proceeds in excess of $10 million of insurance upon any part of the Collateral.
(b) The Noteholder Collateral Agent will have a perfected security interest in the account for the benefit of the Trustee and the Noteholders. Proceeds of the account may only be released to the Company or the applicable Guarantor for use as permitted by clause (c) or (d) described under Section 4.13.
(c) The Company will not be required to deposit any proceeds from eminent domain or other similar taking or insurance to the extent that it furnishes the Noteholder Collateral Agent and the Trustee with an Officers’ Certificate certifying that it has invested an amount in compliance with such clauses equal to, or in excess of, the amount of such proceeds in anticipation of receipt of such funds.
(d) The Company and the Guarantors will be required to comply with the requirements described above with respect to dispositions of Collateral before they may use the moneys in the Collateral Proceeds Account.
Collateral Proceeds Account. The Trustee shall, prior to the Delivery Date of the Bonds of a Series, establish the Collateral Proceeds Account for such Series into which the Trustee shall from time to time deposit all Collateral Proceeds relating to such Series (including any proceeds from any deposits to be made by the Master Servicer pursuant to the Servicing Agreement, with respect to such Series and including any proceeds from any Insurance Policies for such Series) and all proceeds transferred from the Reserve Fund or other funds pledged with respect to such Series; provided, however, that all amounts as provided by Section 4.02(12) shall be deposited in such Collateral Proceeds Account on the Delivery Date. All monies deposited on a daily basis in the Collateral Proceeds Account for a Series pursuant to this Indenture shall be held by the Trustee as part of the Trust Estate for such Series as herein provided.
(a) All payments to be made from time to time by the Trustee to the Holders of Bonds of a Series out of funds in the Collateral Proceeds Account for such Series pursuant to this Indenture shall be made by the Trustee as the Paying Agent of the Depositor.
(b) Monies in the Collateral Proceeds Account for a Series shall be invested and reinvested, but only in one or more Eligible Investments, by the Trustee in such manner as the Depositor shall by Depositor Order from time to time direct. All income or other gain from such investments shall be credited to such Collateral Proceeds Account, and any loss resulting from such investments shall be charged to such Collateral Proceeds Account. If any amounts invested as aforesaid shall be needed for disbursement from the Collateral Proceeds Account for a Series to make deposits to the Custodial Reserve Fund or to make the payments due to Holders of Bonds of such Series and the Depositor as set forth in the Monthly Remittance Report delivered pursuant to Section 12.09, the Trustee shall cause a sufficient amount of such investments of such Collateral Proceeds Account to be sold or otherwise converted to cash to the credit of such Collateral Proceeds Account. The Trustee shall not in any way be held liable by reason of any insufficiency in any Collateral Proceeds Account resulting from any loss on any Eligible Investment.
(c) Notwithstanding any other provision of this Section 12.05, the Trustee may accept principal and interest payments on any Mortgage Collateral prior to the Due Date thereof and distribute any earnings from the inves...
Collateral Proceeds Account. The Master Servicer shall establish and maintain, or cause to be established and maintained, one or more Eligible Accounts that in the aggregate are the Collateral Proceeds Account. At the Master Servicer's option, amounts held in the Collateral Proceeds Account shall be invested by the depository institution or trust company then maintaining the account at the written direction of the Master Servicer in Eligible Investments that mature not later than the Deposit Date next succeeding the date of investment. The Master Servicer shall not retain any cash or investment in the Collateral Proceeds Account for a period in excess of 12 months and cash therein shall be considered transferred on a first-in, first-out basis to the Trustee for inclusion in the Bond Account, as described in Section 2.02(d). All net income and gain realized from any such investment shall be for the benefit of the Master Servicer as additional servicing compensation and shall be subject to its withdrawal or order from time to time. Any losses realized in connection with any such investment shall be for the account of the Master Servicer and the Master Servicer shall deposit or cause to be deposited the amount of such loss (to the extent not offset by income from other investments) in the Collateral Proceeds Account immediately upon the realization of such loss and shall have no right to reimbursement therefor. Any benefit resulting from deposits, maintenance or investment of funds in the Collateral Proceeds Account shall be for the Master Servicer's benefit.
Collateral Proceeds Account. Promptly after the date hereof, the Company shall establish and thereafter maintain with the Collateral Agent a segregated trust account for the purpose of depositing any proceeds from any disposition of Collateral pursuant to the terms of this Agreement or the Security Instruments (the "COLLATERAL PROCEEDS ACCOUNT"). During the continuation of a Major Default, the Collateral Agent shall, at the direction of the Directing Creditors, withdraw funds in the Collateral Proceeds Account and pay the same to the Secured Creditors for application toward the reduction or discharge of the Secured Obligations, as set forth in this SECTION 15.
Collateral Proceeds Account. (a) The Company has established and will maintain the Collateral Proceeds Account at the offices of the Bank for the benefit of the Company. It is expressly understood by the Company that it shall have no access whatsoever to the Collateral Proceeds Account. Without limiting the foregoing, the Company shall have no right to issue, or request the issuance of, and the Bank is hereby irrevocably instructed not to accept or permit, any checks on, orders for withdrawal from, or other orders in respect of, the Collateral Proceeds Account.
(b) The Company hereby confirms the grant made by it to the Bank, as security for all present and future Secured Obligations, of a first lien and security interest in the Collateral Proceeds Account and all proceeds thereof. The Bank shall mark its books and records with respect to the Collateral Proceeds Axxxxnt to indicate the perfected security interest therein in favor of the Bank. Bank shall not exercise any rights or take actions with respect to the Collateral Proceeds Account which are not set forth in this Security Agreement.
Collateral Proceeds Account. The Grantors, the Representatives, the Secured Parties and all other parties hereto agree that only proceeds of the Term Priority Collateral may be deposited in one or more deposit accounts or securities accounts established or maintained by any Grantor or a Term Representative or its agent for the sole purpose of holding the proceeds of any sale or other disposition of any Term Priority Collateral and agree to so instruct each account debtor of each Grantor and each other applicable Person and to take all other actions necessary to give effect to the intent of this Section 2.1(e). Without limiting the generality of the foregoing, each Term Representative hereby agrees that, if any deposit described in the foregoing sentence contains any proceeds of the ABL Priority Collateral (not constituting identifiable proceeds of Term Priority Collateral), it shall hold such proceeds in trust for the ABL Secured Parties and transfer such proceeds to the ABL Secured Parties reasonably promptly after obtaining actual knowledge or notice from the ABL Secured Parties that it has possession of such proceeds in accordance with Section 3.3.
Collateral Proceeds Account. (a) On or before the Closing Date, the Indenture Trustee shall open at the Corporate Trust Office one or more segregated accounts, each of which must be an Eligible Account, and must be maintained in the name of "LaSalle National Bank, as Indenture Trustee for Holders of EQI Financing Partnership I, L.P., Commercial Mortgage Bonds, Series 1997-1 - Collateral Proceeds Account." The Indenture Trustee shall promptly deposit in the Collateral Proceeds Account (i) all Remittances received by it from the Servicer pursuant to the Servicing Agreement, (ii) any P&I Advances paid pursuant to the Servicing Agreement, (iii) all Prepayments and any related Yield Maintenance Premiums thereon received from or on behalf of the Issuer, and (iv) all other amounts received for deposit in the Collateral Proceeds Account. All amounts that are deposited from time to time in the Collateral Proceeds Account, and all Permitted Investments, if any, made with such moneys shall be held by the Indenture Trustee in the Collateral Proceeds Account as part of the Trust Estate as herein provided, subject to withdrawal by the Indenture Trustee for the purposes set forth in subsections (c) and (d) of this Section 8.
Collateral Proceeds Account. Within three Business Days following the Closing Date, the Borrower shall issue notices, instructing all FCC Borrowers who remit payment on account of their FCC Loans by wire transfer to remit all loan payments to a special bank account maintained with Sovereign Bank, N.A. (the “Collateral Proceeds Account”) over which the Agent shall have sole dominion and control. In addition, the Borrower shall each day wire transfer all collected funds in the Chase Account to the Collateral Proceeds Account. The collected funds in the Collateral Proceeds Account shall be applied by the Agent to reduce the availability under the Borrowing Base and in accordance with the provisions of Section 10.7 hereof.
Collateral Proceeds Account. The Grantors, the Representatives, the Secured Parties and all other parties hereto agree that only proceeds of the Noteholder First Lien Collateral may be deposited in the Collateral Proceeds Account and agree to so instruct each account debtor of each Grantor and each other applicable Person and to take all other actions necessary to give effect to the intent of this Section 3.02. Without limiting the generality of the foregoing, the Noteholder Collateral Trustee hereby agrees that if the Collateral Proceeds Account contains any proceeds of the ABL First Lien Collateral, it shall hold such proceeds in trust for the ABL Secured Parties and transfer such proceeds to the ABL Secured Parties reasonably promptly after obtaining actual knowledge or notice from the ABL Secured Parties that it has possession of such proceeds in accordance with Section 2.04(b).
