Proceeds to be Turned Over To Agent. In addition to the rights of Agent specified in Section 6.1 hereof with respect to payments of Receivables, if an Event of Default shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, checks and other cash equivalent items shall be held by such Grantor in trust for Agent (for the benefit of the Secured Parties), segregated from other funds of such Grantor, and shall, upon written request of Agent, forthwith upon receipt by such Grantor, be turned over to Agent in the exact form received by such Grantor (duly indorsed by such Grantor to Agent, if required). All Proceeds received by Agent hereunder shall be held by Agent in a collateral account maintained under its sole dominion and control. All Proceeds, while held by Agent (for the benefit of the Secured Parties) in any collateral account (or by such Grantor in trust for Agent (for the benefit of the Secured Parties)) established pursuant hereto, shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in Section 6.5 hereof.
Proceeds to be Turned Over To Agent. In addition to the rights of the Agent specified in Section 5.1 with respect to payments of Receivables, if an Event of Default shall occur and be continuing, all Proceeds received by any Loan Party consisting of cash, checks and other near-cash items shall be held by such Loan Party in trust for the Agent, segregated from other funds of such Loan Party, and shall, forthwith upon receipt by such Loan Party, be turned over to the Agent in the exact form received by such Loan Party (duly indorsed by such Loan Party to the Agent, if required). All Proceeds received by the Agent hereunder shall be held by the Agent in a Collateral Account maintained under its sole dominion and control. All Proceeds while held by the Agent in a Collateral Account (or by such Loan Party in trust for the Agent) shall continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in Section 5.5.
Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the Banks specified in subsection 5.3 of this Agreement, if an Event of Default shall occur and be continuing, all Proceeds received by the Pledgor consisting of cash, checks and cash equivalents shall upon the Agent's request be held by the Pledgor in trust for the Agent and the Banks, segregated from other funds of the Pledgor, and shall, upon the Agent's request (it being understood that the exercise of remedies by the Agent or the Banks in connection with an Event of Default under subsection 10(f) of the Credit Agreement shall be deemed to constitute a request by the Agent for the purposes of this sentence) forthwith upon receipt by the Pledgor be turned over to the Agent in the exact form received by the Pledgor (duly indorsed by the Pledgor to the Agent, if required) and held by the Agent in a Collateral Account maintained under the sole dominion and control of the Agent and on terms and conditions satisfactory to the Agent. All Proceeds held by the Agent in a Collateral Account (or by the Pledgor in trust for the Agent and the Banks) shall, subject to subsection 9.3 of this Agreement, continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in subsection 9.3 of this Agreement.
Proceeds to be Turned Over To Agent. In addition to the rights of the Agent specified in Section 6.01 with respect to payments of Receivables, if an Event of Default shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, checks and other near-cash items shall be held by such Grantor in trust for the Agent, segregated from other funds of such Grantor, and shall, immediately upon receipt by such Grantor, be turned over to the Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Agent, if required). All Proceeds received by the Agent hereunder shall be held by the Agent in a Collateral Account and shall not constitute payment thereof until applied as provided in Section 6.05.
Proceeds to be Turned Over To Agent. In addition to the rights of Agent specified in Section 6.1 with respect to payments of Receivables pledged as Collateral, if an Event of Default shall occur and be continuing, all such Proceeds of Collateral received by or on behalf of any Grantor consisting of cash, checks and other cash equivalent items shall be held by such Grantor in trust for Agent and Lenders, and shall, at the written request of Agent, be segregated from other funds of such Grantor and forthwith upon receipt by such Grantor, be turned over to Agent in the exact form received by such Grantor (duly indorsed (but without any representation or warranty) by such Grantor to Agent, if required). All Proceeds received by Agent hereunder shall be applied to the Secured Obligations as provided in Section 6.5.
Proceeds to be Turned Over To Agent. If an Event of Default shall occur and be continuing, at the written request of the Agent, all proceeds of Collateral received by any Obligor consisting of cash, Cash Equivalents and checks shall be held in trust by such Obligor for the Secured Parties, and shall, forthwith upon receipt by such Obligor, be turned over to the Agent in the exact form received by such Obligor (duly endorsed by such Obligor to the Agent, if reasonably required). All such proceeds of Collateral received by the Agent under this Section 7.10.3 shall be held by the Agent in a Dominion Account maintained under its control (as defined in and subject to Section 9-104 of the New York UCC). All such Proceeds while held by the Agent in a Dominion Account (or by such Obligor for the Secured Parties) shall continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in the Loan Documents.
Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the Lenders specified in subsection 5.3 with respect to payments of Receivables, if an Event of Default shall occur and be continuing, upon written notice from the Agent, all Proceeds received by the Borrower consisting of cash, checks and other near-cash items shall be held by the Borrower in trust for the Agent and the Lenders, segregated from other funds of the Borrower, and shall, forthwith upon receipt by the Borrower, be turned over to the Agent in the exact form received by the Borrower (duly indorsed by the Borrower to the Agent, if required) and held by the Agent in a Collateral Account maintained under the sole dominion and control of the Agent. All Proceeds while held by the Agent in a Collateral Account (or by the Borrower in trust for the Agent and the Lenders) shall continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in subsection 9.3. 150
Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the other Secured Parties specified in subsection 5.1 with respect to payments of Accounts, subject to the terms of any applicable Intercreditor Agreement, if an Event of Default shall occur and be continuing and the Agent so requires by notice in writing to the relevant Grantor, all Proceeds received by any Grantor consisting of cash, checks and other near-cash items shall be held by such Grantor in trust for the Agent and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, be turned over to the Agent in the exact form received by such Grantor (duly endorsed by such Grantor to the Agent, if required). All Proceeds received by the Agent hereunder shall be held by the Agent in a collateral deposit account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”). All Proceeds while held by the Agent in a Collateral Deposit Account (or by such Grantor in trust for the Agent and the Secured Parties) shall continue to be held as collateral security for all the Secured Obligations and shall not constitute payment thereof until applied as provided in subsection 5.4.
Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the other Secured Parties specified in Section 6.1 with respect to payments of Accounts Receivable constituting Collateral, subject to each applicable Acceptable Intercreditor Agreement, if an Event of Default shall occur and be continuing, and the Agent shall have instructed any Grantor to do so, all Proceeds of Collateral received by such Grantor consisting of cash, cheques and other Cash Equivalent items shall be held by such Grantor in trust for the Agent and the other Secured Parties, and any other secured parties under an Acceptable Intercreditor Agreement, or the applicable Collateral Representative, as applicable, in accordance with the terms of the applicable Acceptable Intercreditor Agreement, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, be turned over to the Agent or the applicable Collateral Representative, as applicable (or their respective agents appointed for purposes of perfection), in accordance with the terms of the applicable Acceptable Intercreditor Agreement, in the exact form received by such Grantor (duly endorsed by such Grantor to the Agent or the applicable Collateral Representative, as applicable, in accordance with the terms of the applicable Acceptable Intercreditor Agreement, if required). All Proceeds of Collateral received by the Agent hereunder shall be held by the Agent in the relevant Collateral Proceeds Account maintained under its sole dominion and control, subject to each applicable Acceptable Intercreditor Agreement. All Proceeds of Collateral while held by the Agent in such Collateral Proceeds Account (or by the relevant Grantor in trust for the Agent and the other Secured Parties) shall continue to be held as collateral security for all the Obligations of such Grantor and shall not constitute payment thereof until applied as provided in Section 6.5 and each applicable Acceptable Intercreditor Agreement.
Proceeds to be Turned Over To Agent. If an Event of Default shall occur and be continuing, at the written request of the Agent, all Proceeds of Collateral received by any Grantor consisting of cash, Cash Equivalents and checks shall be held in trust by such Grantor for the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, be turned over to the Agent in the exact form received by such Grantor (duly endorsed by such Grantor to the Agent, if reasonably required). All such Proceeds of Collateral received by the Agent under this Section 6.3 shall be held by the Agent in a Collateral Account maintained under its sole control (as defined and subject to Section 9-104 of the New York UCC). All such Proceeds while held by the Agent in a Collateral Account (or by such Grantor for the Secured Parties) shall continue to be held as collateral security for all the Canadian Obligations and shall not constitute payment thereof until applied as provided in Section 6.4.
