Normal order of application. Except as any Finance Document may otherwise provide, any sums which are received or recovered by any Creditor Party under or by virtue of any Finance Document shall be applied: (a) FIRST: in or towards satisfaction of any amounts then due and payable under the Finance Documents and the Master Agreements in the following order and proportions: (i) first, in or towards satisfaction pro rata of all amounts then due and payable to the Creditor Parties under the Finance Documents other than those amounts referred to at paragraphs (ii) and (iii) (including, but without limitation, all amounts payable by the Borrower under Clauses 20, 21 and 22 of this Agreement or by the Borrower or any Security Party under any corresponding or similar provision in any other Finance Document or in the Master Agreements); (ii) second, in or towards satisfaction pro rata of any and all amounts of interest or default interest payable to the Creditor Parties under the Finance Documents and the Master Agreements (and pro rata as regards each Master Agreement) (and, for this purpose, the expression “interest” shall include any net amount which the Borrower shall have become liable to pay or deliver under Section 2 (Obligations) of the Master Agreement but shall have failed to pay or deliver to the Swap Bank at the time of application under this Clause 17), provided, that all interest and default interest payable in respect of that portion of the notional amount of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (ii); (iii) third, in or towards satisfaction pro rata of the Loan and the Swap Exposure of the Swap Banks then due and payable (and pro rata as regards each Swap Bank), provided, that all Swap Exposure in respect of that portion of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (iii); and (iv) fourth, in or towards satisfaction of all interest (as defined under paragraph (ii) above) in respect of the Transactions which has been excluded pursuant to paragraph (ii) above and the Swap Exposure of the Swap Banks then due and payable which has been excluded pursuant to paragraph (iii) above (and pro rata as regards each Swap Bank); (b) SECONDLY: if an Event of Default or a Potential Event of Default has occurred which is continuing, in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement (in the case of the latter, calculated as at the actual Early Termination Date applying to each particular Designated Transaction, or if no such Early Termination Date shall have occurred, calculated as if an Early Termination Date occurred on the date of application or distribution hereunder) but which the Agent acting in good faith, by notice to the Borrower, the Security Parties and the other Creditor Parties, states in its opinion will or may become due and payable in the future and, upon those amounts becoming due and payable, in or towards satisfaction of them in accordance with the provisions of Clause 17.1(a) (and for the avoidance of doubt any application between the Swap Banks shall be in accordance with the provisions of Clause 17.1(a)); and
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Normal order of application. Except as any Finance Document may otherwise provide, any sums which are received or recovered by any Creditor Party under or by virtue of any Finance Document shall be applied:
(a) FIRST: in or towards satisfaction of any amounts then due and payable under the Finance Documents and the Master Agreements Agreement in the following order and proportions:
(i) first, in or towards satisfaction pro rata of all amounts then due and payable to the Creditor Parties under the Finance Documents other than those amounts referred to at paragraphs (ii) and (iii) (including, but without limitation, all amounts payable by the Borrower under Clauses 20, 21 and 22 of this Agreement or by the Borrower or any Security Party under any corresponding or similar provision in any other Finance Document or in the Master AgreementsAgreement);
(ii) secondsecondly, in or towards satisfaction pro rata of any and all amounts of interest or default interest payable to the Creditor Parties under the Finance Documents and the Master Agreements (and pro rata as regards each Master Agreement) Agreement (and, for this purpose, the expression “interest” shall include any net amount which the Borrower shall have become liable to pay or deliver under Section 2 section 2(e) (Obligations) of the Master Agreement but shall have failed to pay or deliver to the Swap Bank at the time of application or distribution under this Clause 17), provided, that all interest and default interest payable in respect of that portion of the notional amount of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (ii);; and
(iii) thirdthirdly, in or towards satisfaction pro rata of the Loan and and, if a sum is payable by the Borrower to the Swap Bank, the Swap Exposure of the Swap Banks then due and payable (and pro rata as regards each Swap Bank), provided, that all Swap Exposure in respect of that portion of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (iii); and
(iv) fourth, in or towards satisfaction of all interest (as defined under paragraph (ii) above) in respect of the Transactions which has been excluded pursuant to paragraph (ii) above and the Swap Exposure of the Swap Banks then due and payable which has been excluded pursuant to paragraph (iii) above (and pro rata as regards each Swap Bank);
(b) SECONDLY: if an Event of Default or a Potential Event of Default has occurred which is continuing, in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement (in the case of the latter, calculated as at the actual Early Termination Date applying to each particular Designated Transaction, or if no such Early Termination Date shall have occurred, calculated as if an Early Termination Date occurred on the date of application or distribution hereunder);
(b) SECONDLY: (if an Event of Default has occurred and is continuing at the time any sums received or recovered are being applied in accordance with this Clause 17.1) in retention of an amount equal to any amount not then due and payable under any Finance Document or the Master Agreement but which the Agent acting in good faithAgent, by notice to the Borrower, the Security Parties and the other Creditor Parties, states in its opinion will or may become due and payable in the future and, upon those amounts becoming due and payable, in or towards satisfaction of them in accordance with the provisions of Clause 17.1(a) (and for the avoidance of doubt any application between the Swap Banks shall be in accordance with the provisions of Clause 17.1(a)); and
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Normal order of application. Except If, on any date on which a payment is due to be made by the Borrower under any of the Finance Documents or Master Agreements, the amount received by the Agent from the Borrower falls short of the total amount of the payment due to be made by the Borrower on such date then, without prejudice to any rights or remedies available to the Agent, the Security Trustee and the Lenders under any of the Finance Documents or Master Agreements (as the case may be), the Agent shall apply the amount actually received from the Borrower in or towards discharge of the obligations of the Borrower under the Finance Documents or Master Agreements (as the case may be) in the following order, notwithstanding any Finance Document may otherwise provideappropriation made, any sums which are received or recovered purported to be made, by any Creditor Party under or by virtue of any Finance Document shall be appliedthe Borrower:
(a) FIRST: in or towards satisfaction of any amounts then due and payable under the Finance Documents and the Master Agreements in the following order and proportions:
(i) first, in or towards satisfaction pro payment, on a pro-rata basis, of all amounts then due any unpaid costs and payable to expenses of the Creditor Parties Agent, the Security Trustee and the Swap Bank under any of the Finance Documents other than those amounts referred to at paragraphs (ii) and (iii) (including, but without limitation, all amounts payable by the Borrower under Clauses 20, 21 and 22 of this Agreement or by the Borrower or any Security Party under any corresponding or similar provision in any other Finance Document or in the Master Agreements);
(ii) second, in or towards satisfaction pro rata of any and all amounts of interest or default interest payable to the Creditor Parties under the Finance Documents and the Master Agreements (and pro rata as regards each Master Agreement) (and, for this purpose, the expression “interest” shall include any net amount which the Borrower shall have become liable to pay or deliver under Section 2 (Obligations) of the Master Agreement but shall have failed to pay or deliver to the Swap Bank at the time of application under this Clause 17), provided, that all interest and default interest payable in respect of that portion of the notional amount of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (ii);
(iii) third, in or towards satisfaction pro rata of the Loan and the Swap Exposure of the Swap Banks then due and payable (and pro rata as regards each Swap Bank), provided, that all Swap Exposure in respect of that portion of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (iii); and
(iv) fourth, in or towards satisfaction of all interest (as defined under paragraph (ii) above) in respect of the Transactions which has been excluded pursuant to paragraph (ii) above and the Swap Exposure of the Swap Banks then due and payable which has been excluded pursuant to paragraph (iii) above (and pro rata as regards each Swap Bank);
(b) SECONDLY: if an Event of Default or a Potential Event of Default has occurred which is continuing, in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement (in the case of the latter, calculated as at the actual Early Termination Date applying to each particular Designated Transaction, or if no such Early Termination Date shall have occurred, calculated as if an Early Termination Date occurred on the date of application or distribution hereunder) but which the Agent acting in good faith, by notice to the Borrower, the Security Parties and the other Creditor Parties, states in its opinion will or may become due and payable in the future and, upon those amounts becoming due and payablesecondly, in or towards satisfaction payment, on a pro rata basis, of them in accordance with any fees and accrued commissions payable to either the provisions Agent or any of Clause 17.1(a) the other Creditor Parties (and for the avoidance of doubt any application between other than the Swap Banks Bank) under, or in relation to, the Finance Documents which remain unpaid;
(c) thirdly, in or towards payment to the Senior Lenders, on a pro rata basis, of any accrued interest in respect of the Senior Loan which shall be have become due under any of the Finance Documents but remains unpaid;
(d) fourthly, in accordance with or towards payment to the provisions Senior Lenders, on a pro rata basis, of Clause 17.1(a))any principal in respect of the Senior Loan, which shall have become due but remains unpaid;
(e) fifthly, in or towards payment to the Junior Lenders, on a pro rata basis, of any accrued interest in respect of the Junior Loan which shall have become due under any of the Finance Documents but remains unpaid;
(f) sixthly, in or towards payment to the Junior Lenders, on a pro rata basis, of any principal in respect of the Junior Loan, which shall have become due but remains unpaid;
(g) seventhly, in or towards payment to the Earnings Account of any amounts so payable pursuant to the terms of this Agreement or the other Finance Documents;
(h) eighthly, in or towards payment to the Lenders, on a pro rata basis, for any loss suffered by reason of any such payment in respect of principal not being effected on a Repayment Date relating to the part of the Loan repaid and which amounts are so payable under this Agreement;
(i) ninthly, in or towards payment to the Swap Bank of any sums owing to it under the Master Agreement; and
(j) finally, in or towards payment to the relevant person of any other sum which shall have become due under any of the Finance Documents but remains unpaid (and, if more than one such sum so remains unpaid, on a pro rata basis).
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Samples: Loan Agreement (Seacastle Inc.)
Normal order of application. Except as any Finance Document may otherwise provide, any sums which are received or recovered by any Creditor Party under or by virtue of any Finance Document or the Master Agreements shall be applied:
(a) FIRST: in or towards satisfaction of any amounts then due and payable under the Finance Documents and the Master Agreements in the following order and proportions:
(i) first, in or towards satisfaction pro rata of all amounts then due and payable to the Creditor Parties under the Finance Documents and the Master Agreements other than those amounts referred to at paragraphs (ii) and (iii) (including, but without limitation, all amounts payable by the any Borrower under Clauses 20, 21 and 22 of this Agreement or by the any Borrower or any Security Party under any corresponding or similar provision in any other Finance Document or in the Master AgreementsDocument);
(ii) secondsecondly, in or towards satisfaction pro rata of any and all amounts of interest or default interest payable to the Creditor Parties under the Finance Documents and the Master Agreements (and pro rata as regards each Master Agreement) (andAgreements(and, for this purpose, the expression “"interest” " shall include any net amount which the any Borrower shall have become liable to pay or deliver under Section 2 section 2(e) (Obligations) of the either Master Agreement but shall have failed to pay or deliver to the Swap relevantSwap Bank at the time of application or distribution under this Clause 17), provided, that all interest and default interest payable in respect of that portion of the notional amount of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (ii);; and
(iii) thirdthirdly, in or towards satisfaction pro rata of the Loan and the Swap Exposure of the Swap Banks then due and payable (and pro rata as regards each Swap Bank), provided, that all Swap Exposure in respect of that portion of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (iii); and
(iv) fourth, in or towards satisfaction of all interest (as defined under paragraph (ii) above) in respect of the Transactions which has been excluded pursuant to paragraph (ii) above and the Swap Exposure of the Swap Banks then due and payable which has been excluded pursuant to paragraph (iii) above (and pro rata as regards each Swap Bank);
(b) SECONDLY: if an Event of Default or a Potential Event of Default has occurred which is continuing, in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement (in the case of the latter, calculated as at the actual Early Termination Date applying to each particular Designated Transaction, or if no such Early Termination Date shall have occurred, calculated as if an Early Termination Date occurred on the date of application or distribution hereunder);
(b) SECONDLY: in retention (in an interest bearing account) of an amount equal to any amount not then due and payable under any Finance Document and the Master Agreements but which the Agent acting in good faithAgent, by notice to the any Borrower, the Security Parties and the other Creditor Parties, states in its opinion will either or may become due and payable in the future and, upon those amounts becoming due and payable, in or towards satisfaction of them in accordance with the provisions of Clause 17.1(a) (and for the avoidance of doubt any application between the Swap Banks shall be in accordance with the provisions of Clause 17.1(a)); and
Appears in 1 contract
Normal order of application. Except as any Finance Document may otherwise provide, any sums which are received or recovered by any Creditor Party under or by virtue of any Finance Document shall be applied:
(a) FIRST: in or towards satisfaction of any amounts then due and payable under the Finance Documents and the Master Agreements in the following order and proportions:
(i) first, in or towards satisfaction pro rata of all amounts then due and payable to the Creditor Parties under the Finance Documents other than those amounts referred to at paragraphs (ii) and (iii) (including, but without limitation, all amounts payable by the Borrower Borrowers under Clauses 20, 21 21, and 22 of this Agreement or by the Borrower Borrowers or any Security Party under any corresponding or similar provision in any other Finance Document or in the any Master AgreementsAgreement);
(ii) secondsecondly, in or towards satisfaction pro rata of any and all amounts of interest or default interest payable to the Creditor Parties under the Finance Documents and the Master Agreements (and pro rata as regards each Master Agreement) (and, for this purpose, the expression “interest” shall include any net amount which the Borrower Borrowers shall have become liable to pay or deliver under Section 2 section 2(e) (Obligations) of the any Master Agreement but shall have failed to pay or deliver to the relevant Creditor Party or Swap Bank Counterparty (as the case may be) at the time of application or distribution under this Clause 17), provided, that all interest and default interest payable in respect of that portion of the notional amount of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (ii);; and
(iii) thirdthirdly, in or towards satisfaction pro rata of the Loan and the Swap Exposure of the Swap Banks then due and payable (and pro rata as regards each Swap Bank), provided, that all Swap Exposure in respect of that portion of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (iii); and
(iv) fourth, in or towards satisfaction of all interest (as defined under paragraph (ii) above) in respect of the Transactions which has been excluded pursuant to paragraph (ii) above and the Swap Exposure of the Swap Banks then due and payable which has been excluded pursuant to paragraph (iii) above (and pro rata as regards each Swap Bank);
(b) SECONDLY: if an Event of Default or a Potential Event of Default has occurred which is continuing, in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement Counterparty (in the case of the latter, calculated as at the actual Early Termination Date applying to each particular Designated Transaction, or if no such Early Termination Date shall have occurred, calculated as if an Early Termination Date occurred on the date of application or distribution hereunder); and
(b) SECONDLY: if an Event of Default or a Potential Event of Default shall have occurred and is continuing, in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement but which the Agent acting in good faithAgent, by notice to the BorrowerBorrowers, the Security Parties and the other Creditor Parties, states in its opinion will or may become due and payable in the future and which the Borrowers (in the reasonable opinion of the Agent) will not be able to pay when such amounts become due and payable and, upon those amounts becoming due and payable, in or towards satisfaction of them in accordance with the provisions of Clause 17.1(a) (and for the avoidance of doubt any application between the Swap Banks shall be in accordance with the provisions of Clause 17.1(a)17.l(a); and
Appears in 1 contract
Normal order of application. Except as any Finance Document may otherwise provide, any sums which are received or recovered by any Creditor Party under or by virtue of any Finance Document shall be applied:
(a) a. FIRST: in or towards satisfaction of any amounts then due and payable under the Finance Documents and the Master Agreements in the following order and proportions:
(i) i. first, in or towards satisfaction pro rata of all amounts then due and payable to the Creditor Parties under the Finance Documents and the Swap Counterparties under any Master Agreement other than those amounts referred to at paragraphs (ii) and (iii) (including, but without limitation, all amounts payable by the Borrower Borrowers under Clauses 20, 21 and 22 of this Agreement or by the any Borrower or any Security Party under any corresponding or similar provision in any other Finance Document or in the any Master AgreementsAgreement);
(ii) second. secondly, in or towards satisfaction pro rata of any and all amounts of interest or default interest payable to the Creditor Parties under the Finance Documents and the Master Agreements (and pro rata as regards each Master Agreement) (and, for this purpose, the expression “"interest” " shall include any net amount which the any Borrower shall have become liable to pay or deliver under Section 2 section 2(e) (Obligations) of the any Master Agreement but shall have failed to pay or deliver to the relevant Swap Bank Counterparty at the time of application or distribution under this Clause 17), provided, that all interest and default interest payable in respect of that portion of the notional amount of the Transactions then outstanding which exceeds 60 per cent; and
iii. of the Loan shall be excluded from the operation of this paragraph (ii);
(iii) thirdthirdly, in or towards satisfaction pro rata of the Loan and the Swap Exposure of the Swap Banks then due and payable (and pro rata as regards each Swap Bank), provided, that all Swap Exposure in respect of that portion of the Transactions then outstanding which exceeds 60 per cent. of the Loan shall be excluded from the operation of this paragraph (iii); and
(iv) fourth, in or towards satisfaction of all interest (as defined under paragraph (ii) above) in respect of the Transactions which has been excluded pursuant to paragraph (ii) above and the Swap Exposure of the Swap Banks then due and payable which has been excluded pursuant to paragraph (iii) above (and pro rata as regards each Swap Bank);
(b) SECONDLY: if an Event of Default or a Potential Event of Default has occurred which is continuing, in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement Counterparty (in the case of the latter, calculated as at the actual Early Termination Date applying to each particular Designated Transaction, or if no such Early Termination Date shall have occurred, calculated as if an Early Termination Date occurred on the date of application or distribution hereunder) );
b. SECONDLY: in retention of an amount equal to any amount not then due and payable under any Finance Document or any Master Agreement but which the Agent acting in good faithAgent, by notice to the BorrowerBorrowers, the Security Parties and the other Creditor Parties, states in its opinion will or may become due and payable in the future and, upon those amounts becoming due and payable, in or towards satisfaction of them in accordance with the provisions of Clause 17.1(a) (and for the avoidance of doubt any application between the Swap Banks shall be in accordance with the provisions of Clause 17.1(a)); and
Appears in 1 contract
