Distribution of Proceeds of Collateral Sample Clauses

Distribution of Proceeds of Collateral. All proceeds of any realization on the collateral pursuant to the Security Documents and any payments received by the Agent or any Lender subsequent to and during the continuance of any Event of Default, shall be allocated and distributed by the Agent as follows: (a) First, to the payment of all costs and expenses and other amounts owing to the Agent, including without limitation all attorneys' fees, in connection with the enforcement of the Security Documents and otherwise administering this Agreement; (b) Second, to the payment of all fees, including commitment fees, owing to the Lenders pursuant to this Agreement and the Notes on a pro rata basis (other than fees which are payable solely to the Agent or any Lender directly) in accordance with the respective Advances of the Lenders or any other amounts owing to the Agent, for application to payment of such liabilities; (c) Third, to the Lenders on a pro rata basis in accordance with the respective Advances of the Lenders consisting of interest owing to the Lenders under this Agreement and theNotes and net obligations and liabilities relating to Rate Hedging Agreements, for application to payment of such liabilities; (d) Fourth, to the Lenders on a pro rata basis in accordance with the respective Advances of the Lenders consisting of principal (including without limitation any cash collateral for any outstanding Letters of Credit), for application to payment of such liabilities; (e) Fifth, to the payment of any and all other amounts owing to the Lenders under this Agreement on a pro rata basis in accordance with the respective Advances of the Lenders for application to payment of such liabilities; and (f) Sixth, to the Company, its Restricted Subsidiaries or such other Person as may be legally entitled thereto. Notwithstanding the foregoing, no payments of principal, interest or fees delivered to the Agent for the account of any Defaulting Lender shall be delivered by the Agent to such Defaulting Lender. Instead, such payments shall, for so long as such Defaulting Lender shall be a Defaulting Lender, be held by the Agent, and the Agent is hereby authorized and directed by all parties hereto to hold such funds in escrow and apply such funds as follows: (i) First, if applicable to any payments due to the Agent, and (ii) Second, to Loans required to be made by such Defaulting Lender on any borrowing date to the extent such Defaulting Lender fails to make such Loans. Notwithstanding the foregoing, upon the te...

Distribution of Proceeds of Collateral. At any time during which all or any part of the Senior Indebtedness remains outstanding, and whether or not the same is then due and payable, the Proceeds of any sale, disposition or other realization by Senior Creditor (or any agent therefor) upon all or any part of the Collateral shall be applied first to the payment in full of all Senior Indebtedness in such order as Senior Creditor shall determine in its sole discretion exercised in good faith.

Distribution of Proceeds of Collateral. Collateral Agent shall distribute the Proceeds of the Collateral as provided in Section 6.02 of the Security Agreement. Collateral Agent shall rely on the provisions in Section 6 of the Security Agreement for calculating the Obligations payable from such Proceeds. Collateral Agent has no duty or obligation to make an independent inquiry regarding the foregoing calculations or the facts on which such calculations are based.

Distribution of Proceeds of Collateral. (a) Upon any realization upon the Collateral, the Secured Parties agree that the proceeds thereof shall be applied (i) first, to the amounts owing to the Collateral Agent, solely in its capacity as Collateral Agent, by the Grantors or the Secured Parties pursuant to this Agreement or the Collateral Document; (ii) second, to reimburse the Secured Parties for any amounts paid under Section 5.6 hereof; (iii) third, to the payment of all amounts of accrued and unpaid interest which constitute Secured Obligations; (iv) fourth, to all amounts of principal outstanding (or, if applicable, unpaid accreted value) in respect of the Secured Obligations; (v) fifth, to all other Secured Obligations then owing to the Secured Parties; and (vi) sixth, the balance, if any, shall be returned to the Company or such other Persons as are entitled thereto. All applications of such proceeds pursuant to clauses (ii) through (v) above shall be allocated among the Secured Parties on the basis of their respective Pro Rata Shares. (b) Upon the request of the Collateral Agent prior to any distribution under this Section 6.10, each Secured Party shall provide to the Collateral Agent certificates, in form and substance reasonably satisfactory to the Collateral Agent, setting forth the respective amounts referred to in Section 6.10(a), that each such Secured Party believes it is entitled to receive.

Distribution of Proceeds of Collateral. All proceeds of Collateral subject to this Agreement received by Creditor or Lender upon the exercise of any of its respective rights therein shall be distributed as follows: (a) Proceeds of Creditor’s Senior Collateral shall be applied first to Obligations to Creditor in accordance with the terms of Creditor’s Documents. After all Obligations to Creditor have been indefeasibly paid in full in cash and Creditor’s Documents have been terminated, any remaining proceeds of Creditor’s Senior Collateral shall be applied to Obligations to Lender. (b) Proceeds of Lender’s Senior Collateral shall be applied to Obligations to Lender in accordance with the terms of Lender’s Documents. (c) After all Obligations to Creditor and all Obligations to Lender have been indefeasibly paid in full in cash, and Creditor’s Documents and Lender’s Documents have all been terminated, the balance, if any, of the proceeds of any Collateral subject to this Agreement shall be paid to Borrower or as otherwise required by law.

Distribution of Proceeds of Collateral. During any Enforcement Period, all proceeds of Collateral shall be distributed in accordance with the following procedure: a. All proceeds of Revolving Credit Collateral first shall be applied to the Revolving Credit Claims. After the Revolving Credit Claims are paid or otherwise satisfied in full, any remaining proceeds of Revolving Credit Collateral shall be paid by the Revolving Credit Lender to the Collateral Agent for application to the Note Claims until they are paid or otherwise satisfied in full. b. All proceeds of Note Collateral first shall be applied to the Note Claims. After the Note Claims are paid or otherwise satisfied in full, any remaining proceeds of Note Collateral shall be paid by the Collateral Agent to the Revolving Credit Lender for application to the Revolving Credit Claims until they are paid or otherwise satisfied in full. The Agent shall have no duty to assume the application of such proceeds by the Revolving Credit Lender. The Agent shall be entitled to assume that Foothill Capital Corporation is the Revolving Credit Lender until it receives a written notice signed by a person purporting to be an authorized officer of Foothill Capital Corporation that some other designated person or entity is the Revolving Credit Lender. c. After all of the Claims have been irrevocably paid or otherwise satisfied in full, the balance of proceeds of Collateral, if any, shall be paid to the Debtor or the Subsidiary of the Debtor that owns or otherwise has rights in such Collateral, as the case may be, or as otherwise required by applicable law. The Agent shall be entitled to rely conclusively on a certificate from the Revolving Credit Lender as to the amount of any unsatisfied Revolving Credit Claims, and shall not be obligated to distribute funds pursuant to this Section 3(c) unless and until it has received confirmation from the Revolving Credit Lender that all Revolving Credit Claims have been paid or otherwise satisfied in full.

Distribution of Proceeds of Collateral. Except as otherwise expressly provided herein, following an Event of Default and the acceleration of the maturity date of the Loans and all other Obligations, the proceeds of any collection, sale or other realization of all or any of the collateral or of any payment received pursuant to any turnover provisions hereunder, and of all proceeds of the enforcement of any Lien of the Security Documents together with any other sums then held by any Lender or the Collateral Agent as part of the Collateral, shall be applied as follows: (a) first, to the payment of the reasonable costs and expenses of the Collateral Agent in connection with such enforcement or sale; (b) second, pro rata to the payment of interest on all Loans accrued and unpaid as of the date of such payment (whether or not such interest was then due and owing); (c) third, to the payment in full of the principal amount of the Notes, and in the event such proceeds are insufficient to pay in full such Obligations, then to the payment of such Obligations ratably, in proportion to the respective unpaid amount of such Obligations owed to each Lender; (d) fourth, to the payment of all other Obligations owed to any Lender hereunder or under any other Project Document, and in the event such proceeds are insufficient to pay in full such Obligations, then to the payment of such Obligations ratably, in proportion to the respective unpaid amount of such Obligations owed to each Lender; and (e) fifth, to the payment to the Borrower, or its successors or assigns, or as a court of competent jurisdiction may direct, of any surplus then remaining.

Distribution of Proceeds of Collateral. At any time (whether or not following an Enforcement Notice), all proceeds of Collateral shall be distributed in accordance with the following procedure: (a) The WFBC Senior Collateral and all proceeds of the WFBC Senior Collateral shall be applied to the WFBC Claim. (b) The Bank of Xxxxxxxx Senior Collateral and all proceeds of the Bank of Xxxxxxxx Senior Collateral shall be applied to the Bank of Xxxxxxxx Claim. After the Bank of Xxxxxxxx Claim is indefeasibly paid in full and the Bank of Xxxxxxxx Agreements are terminated and indefeasibly fully paid or otherwise satisfied in Bank of Atchison’s sole discretion, any remaining proceeds of the Bank of Xxxxxxxx Senior Collateral shall be applied to the WFBC Claim in accordance with their lien priorities set out in 2.1(a) and 2.1(b), as appropriate. After the WFBC Claim and the Bank of Atchison Claim have been paid or satisfied in full, the balance of proceeds of Collateral, if any, shall be paid to Borrower or as otherwise required by applicable law.

Distribution of Proceeds of Collateral. (a) Upon any realization upon the Collateral, the Secured Parties agree that the proceeds thereof shall be applied (i) first, to the amounts owing to the Collateral Agent, solely in its capacity as Collateral Agent, by the Debtor or the Secured Parties pursuant to this Security Agreement or the Collateral Documents; (ii) second, to reimburse the Secured Parties for any amounts paid under Section 13.6 hereof ratably; (iii) third, to BB&T for application to the payment of the Senior Secured Obligations in full (including without limitation the unpaid reimbursement obligations relating to any drawings under letters of credit issued under the Credit Agreement and, without duplication, in the manner set forth in the following paragraph the undrawn portion of any face amount of any such letters of credit), (iv) fourth, to the Issuing Bank and the Administrative Agent for application to the Junior Secured Obligations in full, and (v) fifth, the balance, if any, shall be returned to the Debtor or such other Persons as are entitled thereto. Any payment pursuant to this Section 14.10 with respect to the undrawn amount of any letters of credit shall be paid to the Collateral Agent for deposit in an account (the “Letter of Credit Collateral Account”) to be held as collateral for the Secured Obligations and disposed of as provided herein. On each date after the occurrence of a Special Event of Default on which a payment is made to a beneficiary pursuant to a draw on a letter of credit, the Collateral Agent shall distribute from the Letter of Credit Collateral Account for application to the payment of the reimbursement obligation due to BB&T with respect to such draw an amount equal to the product of (1) the amount then on deposit in the Letter of Credit Collateral Account, and (2) a fraction, the numerator of which is the amount of such draw and the denominator of which is the aggregate amount of all undrawn letters of credit with respect to the Senior Secured Obligations immediately prior to such draw. On each date on which a reduction in the aggregate amount of all undrawn letters of credit occurs other than on account of a payment made to a beneficiary pursuant to a draw on a letter of credit, then the Collateral Agent shall distribute from the Letter of Credit Collateral Account an amount equal to the product of (1) the amount then on deposit in the Letter of Credit Collateral Account, and (2) a fraction, the numerator of which is the amount of such reduction in th...

Distribution of Proceeds of Collateral. During any Enforcement Period, all realizations upon Shared Collateral will be distributed in accordance with the following procedure: First: the appropriate parties or representatives thereof, as an amount equal to any unpaid expenses of such sale, disposition or other realization, all costs, expenses, liabilities and advances incurred or made by or on behalf of such parties in connection therewith, and all reasonable attorneys’ fees incurred in connection therewith; Second: to Lender and Trustee, on an equal and proportionate basis, all amounts then due and owing in respect to the Credit Facility Documents and the Bond Documents, respectively: Third: in the event the obligations of Borrower under the Credit Facility Documents and/or the Bond Documents have been declared immediately due and payable in whole, to Lender and Trustee, on an equal and proportional basis, all amounts in respect of the Credit Facility Indebtedness and the Bonds, respectively; and Fourth: to the extent there has been an acceleration of Borrower’s obligations as described in the immediately foregoing subparagraph and all of the Credit Facility Indebtedness and the Bonds have been paid in full in accordance with their respective terms, any surplus remaining shall be paid to the Borrower or its respective successors or assigns, or to whomsoever may be lawfully entitled to receive the same, or as a court of competent jurisdiction may direct.