Common use of Proceeds to be Turned Over To Agent Clause in Contracts

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 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 subsection 5.1 Section 6.1 hereof with respect to payments of Accounts, subject to the terms of any applicable Intercreditor AgreementReceivables, if an Event of Default shall occur and be continuing and Agent has notified Borrower Representative of the Agent so requires by notice in writing to the relevant GrantorGrantors’ obligations under this Section 6.4, all Proceeds received by any Grantor consisting of cash, checks and other near-cash equivalent items shall be held by such Grantor in trust for Agent (for the Agent and 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 the Agent in the exact form received by such Grantor (duly endorsed indorsed by such Grantor to the Agent, if required). All Subject to the terms of the Intercreditor Agreement (if applicable), all Proceeds received by the Agent hereunder under this Section 6.4 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”)control. All Proceeds Proceeds, while held by Agent (for the Agent benefit of the Secured Parties) in a Collateral Deposit Account any collateral account (or by such Grantor in trust for Agent (for the Agent and benefit of the Secured Parties)) established pursuant hereto, 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 5.4Section 6.5 hereof.

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 Section 6.01 with respect to payments of AccountsReceivables, and subject to the terms of any applicable Intercreditor Agreement, if an Event of Default shall occur and be continuing and continuing, upon written request from the Agent so requires by notice in writing to the relevant GrantorAgent, 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 Perfection 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 Perfection Agent in the exact form received by such Grantor (duly endorsed indorsed by such Grantor to the Perfection Agent, if requiredrequested). All Proceeds received by the Perfection Agent hereunder shall be held by the Perfection Agent in a collateral deposit account Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)control. All such Proceeds while held by the Perfection 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 5.4Section 6.04.

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 If an Event of Default ----------------------------------- shall occur and be continuing and the Agent so requires by notice in writing to the relevant Grantorcontinuing, all Proceeds received by any Grantor during the continuance of such Event of Default consisting of cash, checks and other near-cash items shall be held by such Grantor in trust for the Agent and the Secured PartiesLenders, 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 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 deposit account Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to control. If such Proceeds consist of cash, the Agent (will hold such proceeds in the “MOB Cash Collateral Deposit Account”). All such Proceeds while shall be held by the Agent in a such Collateral Deposit Account (or by such Grantor in trust for the Agent and the Secured PartiesLenders) shall continue to be held during the continuance of such Event of Default as collateral security for all the Obligations and shall not constitute payment thereof until applied toward the payment of such Obligations as provided in subsection 5.4Section 7.3.

Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the other Secured Parties specified in subsection Section 5.1 hereof 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 GrantorGrantor (it being understood that the exercise of remedies by the Secured Parties in connection with an Event of Default under Section 10.1(h) of the Credit Agreement shall be deemed to constitute a request by the Agent for the purposes of this sentence and in such circumstances, no such written notice shall be required), all Proceeds of Collateral 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 other 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 Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)Agent. All Proceeds while held by the Agent in a Collateral Deposit Account (or by such Grantor in trust for the Agent and the other Secured Parties) shall continue to be held as collateral security for all the Canadian Secured Obligations and shall not constitute payment thereof until applied as provided in subsection 5.4Section 5.4 hereof.

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 cheques 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 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 subsection 5.1 Section 6.1 with respect to payments of AccountsReceivables, and subject to the terms of any applicable Intercreditor Agreement, if an Event of Default shall occur and be continuing and continuing, upon written request from the Agent so requires by notice in writing to the relevant GrantorAgent, 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 Perfection 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 Perfection Agent in the exact form received by such Grantor (duly endorsed indorsed by such Grantor to the Perfection Agent, if requiredrequested). All Proceeds received by the Perfection Agent hereunder shall be held by the Perfection Agent in a collateral deposit account Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)control. All such Proceeds while held by the Perfection 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 5.4Section 6.4.

Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the other Secured Parties specified in subsection Section 5.1 hereof 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 GrantorGrantor (it being understood that the exercise of remedies by the Secured Parties in connection with an Event of Default under Section 10.1(h) of the Credit Agreement shall be deemed to constitute a request by the Agent for the purposes of this sentence and in such circumstances, no such written notice shall be required), all Proceeds of Collateral 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 other 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 Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)Agent. All Proceeds while held by the Agent in a Collateral Deposit Account (or by such Grantor in trust for the Agent and the other 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 5.4Section 5.4 hereof.

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 Lenders specified in subsection 5.1 Section 6.1 with respect to payments of Accounts, subject to the terms of any applicable Intercreditor AgreementReceivables, if an Event of Default shall occur and be continuing and the Agent so requires by shall give notice in writing of its intent to exercise such rights to the relevant GrantorGrantor or Grantors, all Proceeds received by any Grantor consisting of cash, checks and other near-cash items Cash Equivalents shall be held by such Grantor in trust for the Agent and the Secured PartiesLenders, 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 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 deposit account Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)control. All Proceeds while held by the Agent in a Collateral Deposit Account (or by such Grantor in trust for the Agent and the Secured PartiesLenders) shall continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in subsection 5.4Section 6.5.

Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the other Secured Parties Lenders specified in subsection 5.1 Section 6.1 with respect to payments of Accounts, subject to the terms of any applicable Intercreditor AgreementCredit Card Accounts Receivable, if an Event of Default shall occur and be continuing continuing, and if requested by the Agent so requires by notice (or automatically in writing the case of an Event of Default under Section 7.01(e) of the Credit Agreement with respect to the relevant Grantorany Borrower), 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 PartiesLenders, 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 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 deposit account Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)control. All Proceeds while held by the Agent in a Collateral Deposit Account (or by such Grantor in trust for the Agent and the Secured PartiesLenders) shall continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in subsection 5.4Section 6.4.

Proceeds to be Turned Over To Agent. In addition to the rights of the Agent and the other Secured Parties Lenders specified in subsection 5.1 Section 6.1 with respect to payments of Accounts, subject to the terms of any applicable Intercreditor AgreementReceivables, if an Event of Default shall occur and be continuing and the Agent so requires by shall give notice in writing of its intent to exercise such rights to the relevant GrantorGrantor or Grantors, all Proceeds received by any Grantor consisting of cash, checks and other near-cash items Cash Equivalents shall be held by such Grantor in trust for the Agent and the Secured PartiesLenders, 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 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 deposit account Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)control. All Proceeds while held by the Agent in a Collateral Deposit Account (or by such Grantor in trust for the Agent and the Secured PartiesLenders) shall continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in subsection 5.4Section .

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 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 subsection 5.1 Section 6.1 hereof with respect to payments of Accounts, subject to the terms of any applicable Intercreditor AgreementReceivables, if an Event of Default shall occur and be continuing and Agent has notified Borrower of the Agent so requires by notice in writing to the relevant GrantorGrantors’ obligations under this Section 6.4, all Proceeds received by any Grantor consisting of cash, checks and other near-cash equivalent items shall be held by such Grantor in trust for Agent (for the Agent and 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 the Agent in the exact form received by such Grantor (duly endorsed indorsed by such Grantor to the Agent, if required). All Subject to the terms of the Intercreditor Agreement (if applicable), all Proceeds received by the Agent hereunder under this Section 6.4 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”)control. All Proceeds Proceeds, while held by Agent (for the Agent benefit of the Secured Parties) in a Collateral Deposit Account any collateral account (or by such Grantor in trust for Agent (for the Agent and benefit of the Secured Parties)) established pursuant hereto, 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 5.4Section 6.5 hereof.

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 the 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 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 Lenders specified in subsection 5.1 Section 6.1 with respect to payments of Accounts, subject to the terms of any applicable Intercreditor AgreementReceivables, if an Event of Default shall occur and be continuing and the Agent so requires by notice in writing to the relevant Grantorcontinuing, 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 PartiesLenders, 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 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 deposit account Collateral Account maintained under its sole dominion and control and on terms and conditions reasonably satisfactory to the Agent (the “Collateral Deposit Account”)control. All Proceeds while held by the Agent in a Collateral Deposit Account (or by such Grantor in trust for the Agent and the Secured PartiesLenders) shall continue to be held as collateral security for all the Obligations and shall not constitute payment thereof until applied as provided in subsection 5.4Section 6.5.