Common use of Proceeds to be Turned over to and Held by Collateral Agent Clause in Contracts

Proceeds to be Turned over to and Held by Collateral Agent. Unless otherwise expressly provided in the Credit Agreement or this Agreement, during the continuance of an Event of Default, all proceeds of any Collateral received by any Grantor hereunder in cash or Cash Equivalents shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, and shall, promptly upon receipt by any Grantor, be turned over to the Collateral Agent in the exact form received (with any necessary endorsement). All such proceeds of Collateral and any other proceeds of any Collateral received by the Collateral Agent in cash or Cash Equivalents shall be held by the Collateral Agent in a Security Cash Collateral Account. All proceeds being held by the Collateral Agent in a Security Cash Collateral Account (or by such Grantor in trust for the Collateral Agent) shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in the Credit Agreement.

Appears in 6 contracts

Samples: Guaranty and Security Agreement (Francesca's Holdings CORP), Credit Agreement (Francesca's Holdings CORP), Credit Agreement (Francesca's Holdings CORP)

AutoNDA by SimpleDocs

Proceeds to be Turned over to and Held by Collateral Agent. Unless otherwise expressly provided in the Credit Loan Agreement or this Agreement, during the continuance of an Event of DefaultDefault and, upon written notice by the Collateral Agent to the relevant Grantor or Grantors, all proceeds of any Collateral received by any Grantor hereunder in cash or Cash Equivalents shall be held by such Grantor in trust for the Collateral Agent Lenders and the other Secured Parties, segregated from other funds of such Grantor, and shall, promptly upon receipt by any Grantor, be turned over to the Collateral Agent for the benefit of Lenders and the other Secured Parties in the exact form received (with any necessary endorsement). All such proceeds of Collateral and any other proceeds of any Collateral received by the Collateral Agent in cash or Cash Equivalents shall be held by the Collateral Agent for the benefit of itself and the other Secured Parties in a Security Cash Collateral Account. All proceeds being held by the Collateral Agent in a Security Cash Collateral Account (or by such Grantor in trust for Lenders and the Collateral Agentother Secured Parties) shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in the Credit Loan Agreement.

Appears in 6 contracts

Samples: Loan Agreement (Collegium Pharmaceutical, Inc), Guaranty and Security Agreement (Global Blood Therapeutics, Inc.), Guaranty and Security Agreement (Epizyme, Inc.)

Proceeds to be Turned over to and Held by Collateral Agent. Unless otherwise expressly provided To the extent required in the Credit Indenture, the Intercreditor Agreement or this Agreement, during the continuance of an Event of Default, all proceeds of any Collateral received by any Grantor hereunder in cash or Cash Equivalents shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, and to the extent required by the Indenture, the Intercreditor Agreement or this Agreement shall, promptly upon receipt by any Grantor, be turned over to the Collateral Agent (or, to the extent required by the Intercreditor Agreement, the First Lien Agent) in the exact form received (with any necessary endorsement). All such proceeds of Collateral and any other proceeds of any Collateral received by the Collateral Agent in cash or Cash Equivalents shall be held by the Collateral Agent in a Security Cash Collateral Account. All proceeds being held by the Collateral Agent in a Security Cash Collateral Account (or by such Grantor in trust for the Collateral Agent) shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in the Credit AgreementIndenture.

Appears in 2 contracts

Samples: Security Agreement (Thermon Holding Corp.), Security Agreement (Thermon Holding Corp.)

Proceeds to be Turned over to and Held by Collateral Agent. Unless otherwise expressly provided in the Credit Loan Agreement or this Agreement, during the continuance of an Event of DefaultDefault and, upon written notice by the Collateral Agent to the relevant Grantor or Grantors, all proceeds of any Collateral received by any Grantor hereunder in cash or Cash Equivalents shall be held by such Grantor in trust for the Collateral Agent Lenders and the other Secured Parties, segregated from other funds of such GrantorGrantor (unless the Collateral Agent otherwise agrees in writing), and shall, promptly upon receipt by any Grantor, be turned over to the Collateral Agent for the benefit of Lenders and the other Secured Parties in the exact form received (unless the Collateral Agent otherwise agrees in writing), with any necessary endorsement). All such proceeds of Collateral and any other proceeds of any Collateral received by the Collateral Agent in cash or Cash Equivalents shall be held by the Collateral Agent for the benefit of itself and the other Secured Parties in a Security Cash Collateral Account. All proceeds being held by the Collateral Agent in a Security Cash Collateral Account (or by such Grantor in trust for Lenders and the Collateral Agentother Secured Parties) shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in the Credit Loan Agreement.

Appears in 2 contracts

Samples: Loan Agreement (UroGen Pharma Ltd.), Guaranty and Security Agreement (UroGen Pharma Ltd.)

AutoNDA by SimpleDocs

Proceeds to be Turned over to and Held by Collateral Agent. Unless otherwise expressly provided in the Credit Loan Agreement, this Agreement or this Agreementthe other Loan Documents, during the continuance of an Event of DefaultDefault and, upon written notice by the Collateral Agent to the relevant Grantor or Grantors, all proceeds of any Collateral received by any Grantor hereunder in cash or Cash Equivalents shall be held by such Grantor in trust for the Collateral Agent Lenders and the other Secured Parties, segregated from other funds of such Grantor, and shall, promptly upon receipt by any Grantor, be turned over to the Collateral Agent for the benefit of Lenders and the other Secured Parties in the exact form received (with any necessary endorsement). All such proceeds of Collateral and any other proceeds of any Collateral received by the Collateral Agent in cash or Cash Equivalents shall be held by the Collateral Agent for the benefit of itself and the other Secured Parties in a Security Cash Collateral Account. All proceeds being held by the Collateral Agent in a Security Cash Collateral Account (or by such Grantor in trust for Lenders and the Collateral Agentother Secured Parties) shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in the Credit Loan Agreement.

Appears in 1 contract

Samples: Guaranty and Security Agreement (Akebia Therapeutics, Inc.)

Proceeds to be Turned over to and Held by Collateral Agent. Unless otherwise expressly provided in the Credit Agreement or this Agreement, during During the continuance of an Event of Default, all proceeds of any Collateral received by any Grantor hereunder in cash or Cash Equivalents shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor, and shall, promptly upon receipt by any Grantor, be turned over to the Credit Agreement Collateral Agent (or, if the obligations outstanding under the Credit Agreement have been paid in full and the commitments thereunder terminated, the Collateral Agent) in the exact form received (with any necessary endorsement); provided, however, that the foregoing shall not limit each Grantor’s obligation to deposit all Collections into the Collection Account immediately upon receipt in accordance with Section 7.11 of the Securities Purchase Agreement. All such proceeds of Collateral and any other proceeds of any Collateral received by the Collateral Agent in cash or Cash Equivalents shall be held by the Collateral Agent in a Security Cash Collateral Account. All proceeds being held by the Collateral Agent in a Security Cash Collateral Account (or by such Grantor in trust for the Collateral Agent) shall continue to be held as collateral security for the Secured Obligations and shall not constitute payment thereof until applied as provided in the Credit AgreementSection 6.1(d).

Appears in 1 contract

Samples: Securities Purchase Agreement (Film Department Holdings, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.