EARNINGS ON COLLATERAL Sample Clauses

EARNINGS ON COLLATERAL. All payments and distributions, whether in cash or in kind, made on or with respect to the Collateral shall, so long as an Event of Default as defined in Section 11 hereof shall not have occurred and be continuing, be paid to Assignor directly by the applicable paying agent by wire transfer in immediately available funds pursuant to wiring instructions delivered in writing by Assignor to MLMCI, and upon receipt by Assignor such payments and distributions shall be released from the lien and security interest granted to MLMCI hereunder. Subject to compliance with the MBS Issuance Agreements, MLMCI may, in its sole discretion after the occurrence and during the continuation of an Event of Default, cause all such payments and distributions to be paid, delivered or transferred directly to MLMCI.
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EARNINGS ON COLLATERAL. In the event that the Collateral is registered in the name of MLMCI or any affiliate or designee thereof or MLMCI or its affiliate or designee is entitled to receive payments and distributions on the Collateral, all payments and distributions, whether in cash or in kind, made on or with respect to the Collateral will, unless otherwise agreed by MLMCI, be paid, delivered or transferred directly to MLMCI (or such affiliate or designee) and, within one (1) business day of receipt thereof, will, so long as an Event of Default as defined in Section 10 hereof shall not have occurred and be continuing, be paid to Assignor by wire transfer in immediately available funds. Following the occurrence and during the continuation of an Event of Default, if Assignor shall receive any payment or distribution on or with respect to the Collateral, it shall hold such payment or distribution in trust for the benefit of MLMCI. In the event that the Collateral is registered in the name of Assignor or Assignor is entitled to receive payments and distributions on the Collateral, all payments and distributions, whether in cash or in kind, made on or with respect to the Collateral shall, so long as an Event of Default shall not have occurred and be continuing, be paid to Assignor directly by the applicable paying agent. MLMCI may, in its sole discretion after the occurrence and during the continuation of an Event of Default, cause all such payments and distributions to be paid, delivered or transferred directly to MLMCI, to be applied by MLMCI to the then outstanding Obligations.
Sample 1
EARNINGS ON COLLATERAL. With respect to each Secured Note, so long as an Event of Default shall not have occurred, the aggregate interest collected on all of the Loans constituting related Collateral that relates to the prior Remittance Period as of the related Determination Date may, to the extent not required to pay interest on such Secured Note that accrued during the related Interest Period or to discharge any other Obligation (including the payment of interest on any other Secured Note), be paid by the Facility Administrator to the Company or as otherwise provided in the Facility Administration Agreement, and if by being so paid it is distributed in any manner other than to the Note Purchaser or any person acting on behalf of the Note Purchaser (e.g., the Facility Administrator), then the distributions shall be released from the Lien granted to the Facility Administrator by the Facility Administration Agreement. The Note Purchaser may, in its sole discretion after the occurrence and during the continuation of an Event of Default, direct the Facility Administrator to remit all amounts that would otherwise be available for distribution to the Company or its designee (including any Certificateholder under the Trust Agreement) with respect to the Collateral to be transferred directly to the Note Purchaser.
Sample 1
EARNINGS ON COLLATERAL. All payments and distributions, whether in cash or in kind, made on or with respect to the Collateral shall, so long as an Event of Default as defined in Section 11 hereof shall not have occurred and be continuing, be paid to the registered holder thereof directly by the applicable paying agent, and upon receipt by such holder such payments and distributions shall be released from the lien and security interest granted to SBRC hereunder. Subject to compliance with the ABS Issuance Agreements, SBRC may, in its sole discretion after the occurrence and during the continuation of an Event of Default, cause all such payments and distributions to be paid, delivered or transferred directly to SBRC.
Sample 1
EARNINGS ON COLLATERAL. All payments and distributions, whether in cash or in kind, made on or with respect to the Collateral shall, so long as an Event of Default as defined in Section 9 hereof shall not have occurred and be continuing, be paid to Assignor directly by the applicable paying agent by wire transfer in immediately available funds pursuant to wiring instructions delivered in writing by Assignor to Xxxxxx. Xxxxxx may, in its sole discretion after the occurrence and during the continuation of an Event of Default, cause all such payments and distributions to be paid, delivered or transferred directly to Xxxxxx.
Sample 1

Related to EARNINGS ON COLLATERAL

  • Security Interest in Collateral The provisions of this Agreement and the other Loan Documents create legal and valid Liens on all of the Collateral in favor of the Administrative Agent, for the benefit of the Secured Parties, and such Liens constitute perfected and continuing Liens on the Collateral, securing the Secured Obligations, enforceable against the applicable Loan Party and all third parties, and having priority over all other Liens on the Collateral except in the case of (a) Permitted Encumbrances, to the extent any such Permitted Encumbrances would have priority over the Liens in favor of the Administrative Agent pursuant to any applicable law or agreement and (b) Liens perfected only by possession (including possession of any certificate of title) to the extent the Administrative Agent has not obtained or does not maintain possession of such Collateral.

  • Security Interests in Collateral To secure their Obligations under this Agreement and the other Loan Documents, the Loan Parties shall grant to the Collateral Agent, for its benefit and the ratable benefit of the other Secured Parties, a first-priority security interest in all of the Collateral pursuant to the Security Documents.

  • Limitation on Liens on Collateral No Grantor will create, permit or suffer to exist, and each Grantor will defend the Collateral against, and take such other action as is necessary to remove, any Lien on the Collateral except Permitted Encumbrances, and will defend the right, title and interest of Agent and Lenders in and to any of such Grantor's rights under the Collateral against the claims and demands of all Persons whomsoever.

  • Proceeds of Collateral Borrowers shall request in writing and otherwise take all necessary steps to ensure that all payments on Accounts or otherwise relating to Collateral are made directly to a Dominion Account (or a lockbox relating to a Dominion Account). If any Borrower or Subsidiary receives cash or Payment Items with respect to any Collateral, it shall hold same in trust for Agent and promptly (not later than the next Business Day) deposit same into a Dominion Account.

  • Impairment of Collateral Not use any material portion of the Collateral, or permit the same to be used, for any unlawful purpose, in any manner that is reasonably likely to materially adversely impair the value or usefulness of the Collateral, or in any manner inconsistent with the provisions or requirements of any policy of insurance thereon nor affix or install any accessories, equipment, or device on the Collateral or on any component thereof if such addition will materially impair the original intended function or use of the Collateral or such component.

  • Rights in Collateral; Priority of Liens Borrower and each other Loan Party own the property granted by it as Collateral under the Collateral Documents, free and clear of any and all Liens in favor of third parties. Upon the proper filing of UCC financing statements, and the taking of the other actions required by the Required Lenders, the Liens granted pursuant to the Collateral Documents will constitute valid and enforceable first, prior and perfected Liens on the Collateral in favor of Agent, for the ratable benefit of Agent and Lenders.

  • Compromises and Collection of Collateral The Grantors and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to a Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if an Event of Default has occurred and is continuing, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

  • Disposition of Collateral Such Grantor will not sell, lease or otherwise dispose of the Collateral owned by it except for dispositions specifically permitted pursuant to Section 6.05 of the Credit Agreement.

  • Retention of Collateral In addition to the rights and remedies hereunder, the Administrative Agent may, in compliance with Sections 9-620 and 9-621 of the UCC or otherwise complying with the requirements of applicable Law of the relevant jurisdiction, accept or retain the Collateral in satisfaction of the Secured Obligations. Unless and until the Administrative Agent shall have provided such notices, however, the Administrative Agent shall not be deemed to have retained any Collateral in satisfaction of any Secured Obligations for any reason.

  • Possessory Collateral Agent as Gratuitous Bailee for Perfection (a) Each of the Applicable First Lien Agent and the Applicable Second Lien Agent, on behalf of itself and the relevant Secured Parties, hereby agrees that: (i) each Possessory Collateral Agent shall hold the Possessory Collateral that is in its possession or control (or in the possession or control of its agents or bailees) as gratuitous bailee for the benefit of each Secured Party and any assignee solely for the purpose of perfecting the security interest granted in such Possessory Collateral pursuant to the Notes Facility Security Documents, the RBL Facility Security Documents, the Other First-Priority Lien Obligations Security Documents or the Other Second-Priority Lien Obligations Security Documents, subject to the terms and conditions of this Section 2.11; (ii) to the extent any Possessory Collateral is possessed by or is under the control of a Collateral Agent (either directly or through its agents or bailees) other than the Applicable Agent, such Collateral Agent shall deliver such Possessory Collateral to (or shall cause such Possessory Collateral to be delivered to) the Applicable Agent and shall take all actions reasonably requested in writing by the Applicable Agent to cause the Applicable Agent to have possession or control of same; and (iii) pending such delivery to the Applicable Agent, each other Collateral Agent shall hold any Possessory Collateral as gratuitous bailee for the benefit of each other Secured Party and any assignee, solely for the purpose of perfecting the security interest granted in such Possessory Collateral, if any, pursuant to the applicable RBL Facility Security Documents, Notes Facility Security Documents, Other First-Priority Lien Obligations Security Documents or Other Second-Priority Lien Obligations Security Documents, in each case, subject to the terms and conditions of this Section 2.11. (b) The duties or responsibilities of the Possessory Collateral Agent and each other Collateral Agent under this Section 2.11 shall be limited solely to holding the Possessory Collateral as gratuitous bailee for the benefit of each Secured Party for purposes of perfecting the security interest held by the Secured Parties therein. (c) Each of the Applicable First Lien Agent and First-Priority Lien Obligations Representatives hereby agrees that, upon the Discharge of all First-Priority Lien Obligations, it shall deliver to the Applicable Second Lien Agent, to the extent that it is legally permitted to do so, the remaining Possessory Collateral (if any) held by it, together with any necessary endorsements (or otherwise allow the Applicable Second Lien Agent to obtain control of such Possessory Collateral) or as a court of competent jurisdiction may otherwise direct. The Company shall take such further action as is required to effectuate the transfer contemplated hereby and shall indemnify the Possessory Collateral Agent for loss or damage suffered by the Possessory Collateral Agent as a result of such transfer except for loss or damage suffered by the Possessory Collateral Agent as a result of its own willful misconduct, gross negligence or bad faith. Neither the RBL Facility Agent nor any Other First-Priority Lien Obligations Agent shall be obligated to follow instructions from the Applicable Second Lien Agent in contravention of this Agreement.