Common use of Payment in Full of Senior Liabilities Clause in Contracts

Payment in Full of Senior Liabilities. Upon payment in full of the Senior Liabilities: (a) All payments or distributions from the Borrower or with respect to the Collateral received by the Collateral Agent or any Lender shall be segregated from other funds and property held by the Collateral Agent or such Lender and shall be promptly paid over to the Subordinated Creditor in the same form as received (with any necessary endorsement without recourse or warranty) to be applied to or held for the payment or prepayment of the Subordinated Liabilities in accordance with the terms of the Subordinated Creditor Indenture; and (b) The Collateral Agent and any Lender will promptly execute and deliver all further instruments and documents, and take all further acts that may be necessary or desirable, or that the Subordinated Creditor may reasonably request, to permit the Subordinated Creditor to enforce the Subordinated Liabilities or recover any proceeds of the Collateral; provided, however, that neither the Collateral Agent nor any Lender shall be required to pay over any payment or distribution, execute any instruments or documents, or take any other action referred to in this Section 5.14 to the extent that such action would contravene any law, order or other legal requirement, and in the event of a controversy or dispute, the Collateral Agent or any Lender may interplead any payment or distribution in any court of competent jurisdiction, without further responsibility in respect of such payment or distribution under this Section 5.14.

Appears in 1 contract

Samples: Indenture (Forman Petroleum Corp)

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Payment in Full of Senior Liabilities. Upon payment in full of From and after the date on which the Senior LiabilitiesLiabilities (up to the Maximum Senior Indebtedness) have been Fully Paid: (a) All payments or distributions from received by the Borrower or Lender with respect to the Collateral received by the Collateral Agent or any Lender shall be segregated from other funds and property held by the Collateral Agent or such Lender and held in trust by the Lender for the Subordinated Creditor and shall be promptly paid over to the Subordinated Creditor in the same form as received (with any necessary endorsement without recourse or warranty) to be applied to or held for the payment or prepayment of the Subordinated Liabilities in accordance with the terms of the Subordinated Creditor Indenture; and (b) The Collateral Agent and any Lender will promptly execute and deliver all further instruments and documents, and take all further acts that may be necessary or desirable, or that the Subordinated Creditor may reasonably request, to permit the Subordinated Creditor to enforce the Subordinated Liabilities or recover any proceeds of the Collateral; provided, however, that neither the Collateral Agent nor any Lender shall not be required to pay over any payment or distribution, execute any instruments or documents, or take any other action referred to in this Section 5.14 to the extent that such action would contravene any law, order or other legal requirementrequirement binding upon the Lender, and in the event of a controversy or dispute, the Collateral Agent or any Lender may interplead any payment or distribution in any court of competent jurisdiction, without further responsibility in respect of such payment or distribution under this Section 5.14.

Appears in 1 contract

Samples: Intercreditor Agreement (Discovery Zone Inc)

Payment in Full of Senior Liabilities. Upon payment in full of From and after the date on which the Senior LiabilitiesLiabilities (up to the Maximum Senior Indebtedness) have been Fully Paid: (a) All all payments or distributions from the Borrower or with respect to the Collateral received by the Collateral Agent or any Lender shall be segregated from other funds and property held by the Collateral Agent or such Lender and held in trust by the Lender for the Subordinated Creditor and shall be promptly paid over to the Subordinated Creditor in the same form as received (with any necessary endorsement without recourse or warranty) to be applied to or held for the payment or prepayment of the Subordinated Liabilities in accordance with the terms of the Subordinated Creditor New Notes Indenture; and (b) The Collateral Agent and any the Lender will promptly execute and deliver all further instruments and documents, and take all further acts that may be necessary or desirable, or that the Subordinated Creditor may reasonably request, to permit the Subordinated Creditor to enforce the Subordinated Liabilities or recover any proceeds of the Collateral; provided, however, that neither the Collateral Agent nor any Lender shall not be required to pay over any payment or distribution, execute any instruments or documents, or take any other action referred to in this Section 5.14 to the extent that such action would contravene any law, order or other legal requirementrequirement binding upon the Lender, and in the event of a controversy or dispute, the Collateral Agent or any Lender may interplead any payment or distribution in any court of competent jurisdiction, without further responsibility in respect of such payment or distribution under this Section 5.14.

Appears in 1 contract

Samples: Intercreditor Agreement (Discovery Zone Inc)

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Payment in Full of Senior Liabilities. Upon payment in full of From and after the date on which the Senior LiabilitiesLiabilities (up to the Maximum Senior Indebtedness) have been Fully Paid: (a) All all payments or distributions from the Borrower or any of its Subsidiaries or with respect to the Collateral received by the Collateral Agent or any Lender Senior Creditor shall be segregated from other funds and property held by the Collateral Agent or such Lender Senior Creditor and held in trust by the Senior Creditor for the Subordinated Creditor and shall be promptly paid over to the Subordinated Creditor in the same form as received (with any necessary endorsement without recourse or warranty) to be applied to or held for the payment or prepayment of the Subordinated Liabilities in accordance with the terms of the Subordinated Creditor Indenture; and (b) The Collateral Agent and any Lender the Senior Creditor will promptly execute and deliver all further instruments and documents, and take all further acts that may be necessary or desirable, or that the Subordinated Creditor may reasonably request, to permit the Subordinated Creditor to enforce the Subordinated Liabilities or recover any proceeds of the Collateral; provided, however, that neither the Collateral Agent nor any Lender Senior Creditor shall not be required to pay over any payment or distribution, execute any instruments or documents, or take any other action referred to in this Section 5.14 to the extent that such action would contravene any law, order or other legal requirement, and in the event of a controversy or dispute, the Collateral Agent or any Lender Senior Creditor may interplead any payment or distribution in any court of competent jurisdiction, without further responsibility in respect of such payment or distribution under this Section 5.14. (c) the Senior Creditor agrees promptly to notify the Subordinated Creditor after the Senior Liabilities have been fully paid up to the Maximum Senior Indebtedness.

Appears in 1 contract

Samples: Intercreditor Agreement (Discovery Zone Inc)

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