Common use of Payments Over in Violation of Agreement Clause in Contracts

Payments Over in Violation of Agreement. So long as the Discharge of Prior Obligations has not occurred, whether or not any Insolvency or Liquidation Proceeding has been commenced by or against SSCC or any other Grantor, if any Junior Agent or any Junior Secured Party receives any Common Collateral subject to any Prior Lien or any Proceeds of any such Common Collateral in connection with (i) the exercise of any right or remedy (including any right of setoff) relating to such Collateral in contravention of this Agreement or (ii) the transfer of such Common Collateral or Proceeds to such Junior Agent or such Junior Secured Party by any Person holding a Lien on such Collateral that is subordinated to the Lien of such Junior Agent or such Junior Secured Party, such Collateral or Proceeds shall be segregated and held in trust and forthwith paid over to the Controlling Agent for the benefit of the Controlling Secured Parties, in the form in which received, with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct. The Controlling Agent is hereby authorized to make any such endorsements as agent for the Junior Agents or Junior Secured Parties (such authorization being coupled with an interest and irrevocable until the Discharge of Prior Obligations has occurred).

Appears in 4 contracts

Samples: Credit Agreement (SMURFIT-STONE CONTAINER Corp), Credit Agreement (Smurfit Stone Container Corp), Credit Agreement (Smurfit Stone Container Corp)

AutoNDA by SimpleDocs

Payments Over in Violation of Agreement. So long as the Discharge of Prior Senior Obligations has not occurred, whether or not any Insolvency or Liquidation Proceeding has been commenced by or against SSCC Symmetry or any other Grantor, if any the Junior Agent or any Junior Secured Party receives any Common Collateral subject to any Prior Senior Lien or any Proceeds of any such Common Collateral in connection with (i) the exercise of any right or remedy (including any right of setoff) relating to such Collateral in contravention of this Agreement or (ii) the transfer of such Common Collateral or Proceeds to such the Junior Agent or such Junior Secured Party by any Person holding a Lien on such Collateral that is subordinated to the Lien of such the Junior Agent or such Junior Secured Party, such Collateral or Proceeds shall be segregated and held in trust and forthwith paid over to the Controlling Senior Agent with respect to such Common Collateral for the benefit of the Controlling applicable Senior Secured Parties, Parties in the form in which received, with any necessary endorsements, or as a court of competent jurisdiction may otherwise direct. The Controlling Senior Agent is hereby authorized to make any such endorsements as agent for the Junior Agents Agent or Junior Secured Parties (such authorization being coupled with an interest and irrevocable until the Discharge of Prior Senior Obligations has occurred).

Appears in 1 contract

Samples: Lien Subordination and Intercreditor Agreement (Symmetry Holdings Inc)

AutoNDA by SimpleDocs
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!