Order of Application. (a) At any time after the Mortgage is enforceable, all money received by the Secured Party, Receiver, Attorney or any other person acting on their behalf under this deed or any Collateral Security may be appropriated and applied towards any amount and in any order that the Secured Party, Receiver, Attorney or that other person determines in its absolute discretion, to the extent not prohibited by law. (b) Failing a determination under clause 8.1(a), the money must be applied in the following manner and order: (1) first, in payment of all costs, charges and expenses (including any GST) of the Secured Party, Receiver or Attorney incurred in or incidental to the exercise or performance or attempted exercise or performance of any Power; (2) second, in payment of any other outgoings the Secured Party, Receiver or Attorney thinks fit to pay; (3) third, in payment to the Receiver of his remuneration; (4) fourth, in payment and discharge, in order of their priority, of any Encumbrances of which the Secured Party, Receiver or Attorney is aware and which have priority to the Mortgage; (5) fifth, in payment to the Secured Party towards satisfaction of the Secured Moneys and applied against interest, principal or any other amount the Secured Party, Receiver or Attorney thinks fit; (6) sixth, in payment only to the extent required by law, in order of their priority, of other Encumbrances in respect of the Mortgaged Property of which the Secured Party, Receiver or Attorney is aware and which are due and payable in accordance with their terms; (7) seventh, in payment of the surplus, if any, without interest to the Grantor, and the Secured Party, Receiver or Attorney may pay the surplus to the credit of an account in the name of the Grantor in the books of any bank carrying on business within Australia and having done so is under no further liability in respect of that surplus. (c) Any amount required by law to be paid in priority to any amount specified in clause 8.1(b) must be paid before any money is applied in payment of the amount specified in clause 8.1(b).
Appears in 2 contracts
Samples: Specific Security Agreement (Shares) (Discovery Energy Corp.), Specific Security Agreement (Shares) (Discovery Energy Corp.)
Order of Application. Subject to Clause 15.2 (aProspective liabilities), all amounts from time to time received or recovered by the Security Agent in connection with the realisation or Enforcement of all or any part of the Transaction Security or otherwise paid to the Security Agent for application pursuant to this Clause 15 (for the purposes of this Clause 15, the “Recoveries”) At shall be held by the Security Agent on trust to apply them at any time after as the Mortgage is enforceable, all money received by the Secured Party, Receiver, Attorney or any other person acting on their behalf under this deed or any Collateral Security may be appropriated and applied towards any amount and in any order that the Secured Party, Receiver, Attorney or that other person determines Agent (in its absolute discretion) sees fit, to the extent not prohibited permitted by law.
applicable law (b) Failing a determination under clause 8.1(aand subject to the provisions of this Clause 15 (Application of Proceeds)), the money must be applied in the following manner and orderorder of priority:
(1a) first, in payment of all coststhe following amounts in the following order: (i) pari passu and pro rata any sums owing to the Security Agent, charges any Receiver or any Delegate and expenses any Senior Secured Notes Trustee Amounts payable to a Senior Secured Notes Trustee, as the case may be; and then (including ii) pari passu and pro rata to each Creditor Representative (to the extent not included in (i) above and excluding any GSTHedge Counterparty as its own Creditor Representative) of the unpaid fees, costs, expenses and liabilities (and all interest thereon as provided in the relevant Secured PartyDebt Documents) of each such Creditor Representative and any receiver, Receiver attorney or Attorney incurred in agent appointed by such Creditor Representative under any Transaction Security Document or incidental this Agreement (to the exercise or performance or attempted exercise or performance extent that such Security has been given in favour of any Powersuch obligations);
(2b) second, pari passu and pro rata, in or towards payment of all costs and expenses incurred by the Super Senior Creditors in connection with the realisation or enforcement of the Transaction Security taken in accordance with the terms of the Transaction Security Documents and this Agreement or any other outgoings action taken at the Secured Party, Receiver or Attorney thinks fit to payrequest of the Security Agent;
(3c) third, in or towards payment to:
(i) the RCF Agent on its own behalf and on behalf of the RCF Finance Parties on its own behalf and on behalf of the Arrangers under the RCF Facility (or following the RCF Discharge Date, each Creditor Representative(s) in respect of a Credit Facility Agreement on its own behalf and on behalf of the Arrangers and Credit Facility Lenders under that Credit Facility Agreement); and
(ii) the Super Senior Hedge Counterparties, for application towards the discharge of:
(A) the RCF Agent Liabilities and the RCF Liabilities and related Arranger Liabilities (or following the RCF Discharge Date, the Creditor Representative Liabilities owed to the Creditor Representatives in respect of each Credit Facility Agreement, the Credit Facility Lender Liabilities and the related Arranger Liabilities) in accordance with the terms of the Credit Facility Documents; and
(B) the Super Senior Hedging Liabilities, on a pari passu and pro rata basis as between paragraphs (A) and (B) above;
(d) fourth, pari passu and pro rata in or towards payment to the Receiver Senior Secured Notes Trustee on behalf of his remunerationthe Senior Secured Noteholders and to the relevant Creditor Representative on behalf of the Pari Passu Creditors for application towards any unpaid costs and expenses incurred by or on behalf of any Senior Secured Noteholders and Pari Passu Creditors in connection with any realisation or enforcement of the Transaction Security taken in accordance with the terms of the Transaction Security Documents and this Agreement or any action taken at the request of the Security Agent;
(4) fourth, in payment and discharge, in order of their priority, of any Encumbrances of which the Secured Party, Receiver or Attorney is aware and which have priority to the Mortgage;
(5e) fifth, in or towards payment to to:
(i) the Senior Secured Party towards satisfaction Notes Trustee on behalf of the Senior Secured Moneys and applied against interest, principal or any other amount the Secured Party, Receiver or Attorney thinks fitNoteholders;
(6ii) the relevant Creditor Representative on behalf of the Pari Passu Creditors;
(iii) the Senior Secured Hedge Counterparties, for application towards the discharge of:
(A) the Senior Secured Notes Liabilities (in accordance with the Senior Secured Notes Indenture);
(B) the Pari Passu Debt (in accordance with the Pari Passu Debt Documents); and
(C) the Senior Secured Hedging Liabilities,
on a Pari Passu basis as between paragraphs (A), (B) and (C) above;
(f) sixth, in payment only to after the extent required by law, in order of their priority, of other Encumbrances in respect of the Mortgaged Property of which the Secured Party, Receiver or Attorney is aware and which are due and payable in accordance with their terms;
(7) seventhFinal Discharge Date, in payment of the surplus, surplus (if any, without interest ) to the Grantor, and the Secured Party, Receiver relevant Debtor or Attorney may pay the surplus other person entitled to the credit of an account in the name of the Grantor in the books of any bank carrying on business within Australia and having done so is under no further liability in respect of that surplusit.
(c) Any amount required by law to be paid in priority to any amount specified in clause 8.1(b) must be paid before any money is applied in payment of the amount specified in clause 8.1(b).
Appears in 2 contracts
Samples: Intercreditor Agreement (Nord Anglia Education, Inc.), Intercreditor Agreement (Nord Anglia Education, Inc.)
Order of Application. 22.22.1 The Security Agent agrees to apply the Trust Property and each other beneficiary of the Security Documents agrees to apply all moneys received by it in the exercise of its rights under the Security Documents in accordance with the following respective claims:
(a) At first, as to a sum equivalent to the amounts payable to the Security Agent under the Finance Documents (excluding any time after the Mortgage is enforceable, all money amounts received by the Secured PartySecurity Agent pursuant to clause 22.12 (Reimbursement and indemnity by Lenders) as extended to the Security Agent pursuant to clause 22.20 (Application of certain clauses to Security Agent)), Receiverfor the Security Agent absolutely;
(b) secondly, Attorney as to a sum equivalent to the aggregate amount then due and owing to the other Finance Parties under the Finance Documents, for those Finance Parties absolutely, and pro-rata to the amounts owing to them under the Finance Documents;
(c) thirdly, until such time as the Security Agent is satisfied that all obligations owed to the Finance Parties have been irrevocably and unconditionally discharged in full, held by the Security Agent on a suspense account for payment of any further amounts owing to the Finance Parties under the Finance Documents and further application in accordance with this clause 22.22.1 as and when any such amounts later fall due;
(d) fourthly, to such other persons (if any) as are legally entitled thereto in priority to the Security Parties; and
(e) fifthly, as to the balance (if any), for the Security Parties by or from whom or from whose assets the relevant amounts were paid, received or recovered or other person entitled to them.
22.22.2 The Security Agent and each other beneficiary of the Security Documents shall make each application as soon as is practicable after the relevant moneys are received by, or otherwise become available to, it save that (without prejudice to any other provision contained in any of the Security Documents) the Security Agent (acting on the instructions of the Facility Agent), any other beneficiary of the Security Documents or any receiver or administrator may credit any moneys received by it to a suspense account for so long and in such manner as the Security Agent, such other beneficiary of the Security Documents or such receiver or administrator may from time to time determine with a view to preserving the rights of the Finance Parties or any of them to prove for the whole of their respective claims against any Borrower or any other person acting on their behalf under this deed or any Collateral Security may be appropriated and applied towards any amount and in any order that the Secured Party, Receiver, Attorney or that other person determines in its absolute discretion, to the extent not prohibited by lawliable.
(b) Failing a determination under clause 8.1(a), the money must be applied in the following manner and order:
(1) first, in payment of all costs, charges and expenses (including 22.22.3 The Security Agent and/or any GST) other beneficiary of the Secured Party, Receiver or Attorney incurred in or incidental to the exercise or performance or attempted exercise or performance of any Power;
(2) second, in payment of any other outgoings the Secured Party, Receiver or Attorney thinks fit to pay;
(3) third, in payment to the Receiver of his remuneration;
(4) fourth, in payment and discharge, in order of their priority, of any Encumbrances of which the Secured Party, Receiver or Attorney is aware and which have priority to the Mortgage;
(5) fifth, in payment to the Secured Party towards satisfaction of the Secured Moneys and applied against interest, principal or any other amount the Secured Party, Receiver or Attorney thinks fit;
(6) sixth, in payment only to the extent required by law, in order of their priority, of other Encumbrances Security Documents shall obtain a good discharge in respect of the Mortgaged Property of which amounts expressed to be due to the Secured Party, Receiver or Attorney is aware and which are due and payable other Finance Parties as referred to in this clause 22.22 by paying such amounts to the Facility Agent for distribution in accordance with their terms;
clause 18.1 (7) seventh, in payment Application of the surplus, if any, without interest to the Grantor, and the Secured Party, Receiver or Attorney may pay the surplus to the credit of an account in the name of the Grantor in the books of any bank carrying on business within Australia and having done so is under no further liability in respect of that surplus.
(c) Any amount required by law to be paid in priority to any amount specified in clause 8.1(b) must be paid before any money is applied in payment of the amount specified in clause 8.1(bmoneys).
Appears in 2 contracts
Samples: On Delivery Facility Agreement (Paragon Shipping Inc.), On Delivery Buyer Credit Facility Agreement (DryShips Inc.)
Order of Application. (a) At any time after Upon the Mortgage is enforceableoccurrence of an Event of Default and while it subsists, all money received by the Secured Party, Receiver, Attorney or any other person acting on their behalf under this deed or any Collateral Security document may be appropriated and applied towards any amount and in any order that the Secured Party, Receiver, Attorney or that other person determines in its absolute discretion, to the extent not prohibited by law.
(b) Failing a determination under clause Clause 8.1(a), the money must be applied in the following manner and order:
(1i) first, in payment of all amounts which, to the extent required by law, have priority over the payments specified in the balance of Clause 8.1(b);
(ii) second, in payment of all costs, charges and expenses (including any GST) of the Secured Party, Receiver or Attorney incurred in or incidental to the exercise or performance or attempted exercise or performance of any Power;
(2iii) secondthird, in payment of any other outgoings the Secured Party, Receiver or Attorney thinks fit to pay;
(3iv) thirdfourth, in payment to the Receiver of his or her remuneration;
(4v) fourthfifth, in payment and discharge, in order of their priority, of any Encumbrances Security Interests of which the Secured Party, Receiver or Attorney is aware and which have the priority to the MortgageSecurity Interest created under this document;
(5vi) fifthsixth, in payment to the Secured Party towards satisfaction of the Secured Moneys and applied against interest, principal or any other amount the Secured Party, Receiver or Attorney thinks fit;
(6vii) sixthseventh, in payment only to the extent required by law, in order of their priority, of other Encumbrances Security Interests in respect of the Mortgaged Secured Property of which the Secured Party, Receiver or Attorney is aware and which are due and payable in accordance with their terms;; and
(7viii) seventheighth, in payment of the surplus, if any, without interest to the Grantor, and the . The Secured Party, Receiver or Attorney may pay the surplus to the credit of an account in the name of the Grantor in the books of any bank carrying on business within Australia and having done so is under no further liability in respect of that surplus.
(c) Any amount required by law to be paid in priority to any amount specified in clause 8.1(b) must be paid before any money is applied in payment of the amount specified in clause 8.1(b).
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Peabody Energy Corp)
Order of Application. (a) At any time after the Mortgage Security is enforceable, all money received by the Secured Party, Receiver, Attorney or any other person acting on their behalf under this deed or any Collateral Security may be appropriated and applied towards any amount and in any order that the Secured Party, Receiver, Attorney or that other person determines in its absolute discretion, to the extent not prohibited by law.
(b) Failing a determination under clause 8.1(a7.1(a), the money must be applied in the following manner and order:
(1) first, in payment of all costs, charges and expenses (including any GST) of the Secured Party, Receiver or Attorney incurred in or incidental to the exercise or performance or attempted exercise or performance of any Power;
(2) second, in payment of any other outgoings the Secured Party, Receiver or Attorney thinks fit to pay;
(3) third, in payment to the Receiver of his remuneration;
(4) fourth, in payment and discharge, in order of their priority, of any Encumbrances of which the Secured Party, Receiver or Attorney is aware and which have priority to the MortgageSecurity;
(5) fifth, in payment to the Secured Party towards satisfaction of the Secured Moneys and applied against interest, principal or any other amount the Secured Party, Receiver or Attorney thinks fit;
(6) sixth, in payment only to the extent required by law, in order of their priority, of other Encumbrances in respect of the Mortgaged Secured Property of which the Secured Party, Receiver or Attorney is aware and which are due and payable in accordance with their terms;; and
(7) seventh, in payment of the surplus, if any, without interest to the Grantor, and the . The Secured Party, Receiver or Attorney may pay the surplus to the credit of an account in the name of the Grantor in the books of any bank carrying on business within Australia and having done so is under no further liability in respect of that surplus.
(c) Any amount required by law to be paid in priority to any amount specified in clause 8.1(b7.1(b) must be paid before any money is applied in payment of the amount specified in clause 8.1(b7.1(b).
Appears in 1 contract
Samples: General Security Agreement (Discovery Energy Corp.)
Order of Application. (a) At The Remedy Proceeds may, subject to any time after the Mortgage is enforceablemandatory statutory requirements, all money received be applied by the Secured PartyState, Receiver, Attorney any Receiver or any other person acting on their behalf under this deed or any Collateral Security may be appropriated and applied Attorney towards any amount and in any order that which the Secured PartyState, Receiverany Receiver or any Attorney, Attorney or that other person as the case may be, determines in its absolute discretion, to the extent not prohibited by law.
(b) Failing a or if no determination under clause 8.1(a), the money must be applied is made in the following manner and order:
(1a) first, in payment of all costsamounts which, charges and expenses (including any GST) of the Secured Party, Receiver or Attorney incurred in or incidental to the exercise or performance or attempted exercise or performance of any Power;
(2) second, in payment of any other outgoings the Secured Party, Receiver or Attorney thinks fit to pay;
(3) third, in payment to the Receiver of his remuneration;
(4) fourth, in payment and discharge, in order of their priority, of any Encumbrances of which the Secured Party, Receiver or Attorney is aware and which have priority to the Mortgage;
(5) fifth, in payment to the Secured Party towards satisfaction of the Secured Moneys and applied against interest, principal or any other amount the Secured Party, Receiver or Attorney thinks fit;
(6) sixth, in payment only to the extent required by law, have priority over the payments specified in the balance of this clause;
(b) second, towards the payment or reimbursement of the costs and expenses incurred by the State, any Receiver or any Attorney in the exercise or enforcement or attempted exercise or enforcement of its rights under this deed or any Ancillary Security;
(c) third, towards the payment or reimbursement of the other outgoings in relation to the Secured Property that the State, any Receiver or any Attorney determines;
(d) fourth, towards:
(i) the remuneration of any Receiver or Attorney; and
(ii) any money owing by the Trustee to any officer, employee, contractor or agent of the State, any Receiver or any Attorney;
(e) fifth, in payment and discharge in order of their priority, priority of other any Encumbrances in respect of the Mortgaged Property of which the State, Receiver or any Attorney is or are aware and which has priority to the Encumbrances granted by this deed;
(f) sixth, towards the Secured PartyDebt which is then due for payment and the Remedy Proceeds shall be applied as against interest, principal and any other amount as the State, Receiver or Attorney is aware and which are due and payable in accordance with their terms;determines; and
(7g) seventh, in payment of the surplus, if any, without interest to any person entitled to the Grantor, and Secured Property (including the Secured Party, Receiver Trustee) or Attorney may pay the surplus authorised to the credit of an account in the name of the Grantor in the books of any bank carrying on business within Australia and having done so is under no further liability in respect of that surplusgive receipts for those monies.
(c) Any amount required by law to be paid in priority to any amount specified in clause 8.1(b) must be paid before any money is applied in payment of the amount specified in clause 8.1(b).
Appears in 1 contract
Samples: Indigenous Land Use Agreement
Order of Application. Following an Event of Default, all moneys and proceeds of any enforcement and any sums which are received or recovered by any Finance Party under or by virtue of any Finance Document shall be applied:
(a) At FIRST: in or towards satisfaction of any time after amounts then due and payable under any Finance Document in the Mortgage is enforceablefollowing order (and in relation to any payments under paragraphs (iii), (iv) or (v) below, pro rata between the GIEK Facility Lender and the Commercial Facility Lenders and the Hedging Banks by reference to the amounts owing to them under the GIEK Facility Loan, the Commercial Facility Loan and the Hedging Agreements, respectively):
(i) first, in or towards satisfaction of all money received amounts (including, without limitation, any costs and expenses) then due and payable by the Secured PartyObligors to the Administrative Agent and the Security Agent under any Finance Document;
(ii) secondly, Receiverin or towards satisfaction of all amounts (including, Attorney without limitation, any costs and expenses and any sums payable by the Borrowers under Section 21) then due and payable by the Obligors under the Finance Documents other than those amounts referred to at paragraphs (i), (iii), (iv) and (v);
(iii) thirdly, in or towards satisfaction of any other person acting on their behalf and all amounts of default interest payable by the Borrowers under this deed Agreement other than those amounts referred to at paragraph (i);
(iv) fourthly, in or towards satisfaction pro rata of any Collateral Security may be appropriated and applied all amounts of interest payable by the Borrowers under this Agreement and sums payable by the Borrowers under Sections 23 and 25 other than those amounts referred to at paragraph (i); and
(v) fifthly, in or towards any amount repayment of the outstanding principal of the Loan and in any order that all amounts due and payable by the Secured Party, Receiver, Attorney or that other person determines in its absolute discretion, to Borrowers under the extent not prohibited by law.Hedging Agreements;
(b) Failing a determination SECONDLY: in retention of an amount equal to any amount not then due and payable under clause 8.1(a)any Finance Document but which the Administrative Agent, the money must be applied in the following manner and order:
(1) first, in payment of all costs, charges and expenses (including any GST) of the Secured Party, Receiver or Attorney incurred in or incidental by notice to the exercise Obligors and the other Finance Parties, states in its reasonable opinion will or performance or attempted exercise or performance of any Power;
(2) second, in payment of any other outgoings the Secured Party, Receiver or Attorney thinks fit to pay;
(3) third, in payment to the Receiver of his remuneration;
(4) fourth, in payment and discharge, in order of their priority, of any Encumbrances of which the Secured Party, Receiver or Attorney is aware and which have priority to the Mortgage;
(5) fifth, in payment to the Secured Party towards satisfaction of the Secured Moneys and applied against interest, principal or any other amount the Secured Party, Receiver or Attorney thinks fit;
(6) sixth, in payment only to the extent required by law, in order of their priority, of other Encumbrances in respect of the Mortgaged Property of which the Secured Party, Receiver or Attorney is aware and which are 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 their terms;
(7) seventh, in payment the provisions of the surplus, if any, without interest to the Grantor, and the Secured Party, Receiver or Attorney may pay the surplus to the credit of an account in the name of the Grantor in the books of any bank carrying on business within Australia and having done so is under no further liability in respect of that surplus.
(c) Any amount required by law to be paid in priority to any amount specified in clause 8.1(b) must be paid before any money is applied in payment of the amount specified in clause 8.1(bSection 18.1(a).; and
Appears in 1 contract
Samples: Senior Secured Credit Facility Agreement (Pacific Drilling S.A.)
