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

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice of Acceleration is in effect, all Proceeds received by any Grantor consisting of cash, cash equivalents, checks and Instruments shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the Collateral Account in accordance with the terms of the Collateral Trust Agreement. All Proceeds while held by the Collateral Trustee in the Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.5.

Appears in 2 contracts

Samples: Security Agreement (American Capital, LTD), Security Agreement (American Capital, LTD)

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Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice an Event of Acceleration is in effectDefault shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, cash equivalents, and checks and Instruments shall be held by such Grantor in trust for the Collateral Trustee and the other Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.5.

Appears in 2 contracts

Samples: Credit Agreement (Mirant Corp), Credit Agreement (Rri Energy Inc)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 6.1 with respect to payments of Receivables, if a Notice an Event of Acceleration is in effectDefault shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, checks, other near cash equivalents, checks items and other Instruments shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be promptly turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.56.7.

Appears in 2 contracts

Samples: First Lien Guarantee and Collateral Agreement (Carmike Cinemas Inc), Second Lien Collateral Agreement (Carmike Cinemas Inc)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 6.1 with respect to payments of ReceivablesReceivables that are included in the Collateral, if a Notice of Acceleration is in effectan Actionable Default shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed endorsed by such Grantor to the Collateral Trustee, if requiredrequired by the Collateral Trustee). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.56.7.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (NRG Energy, Inc.), Guarantee and Collateral Agreement (NRG Energy Inc)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 6.1 with respect to payments of Receivables, if a Notice an Event of Acceleration is in effectDefault shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, checks, other near cash equivalents, checks items and other Instruments shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be promptly turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.56.6.

Appears in 2 contracts

Samples: First Lien Guarantee and Collateral Agreement (Carmike Cinemas Inc), Second Lien Collateral Agreement (Carmike Cinemas Inc)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 6.1 with respect to payments of ReceivablesReceivables that are included in the Collateral, if a Notice of Acceleration is in effectan Actionable Default shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed endorsed by such Grantor to the Collateral Trustee, if requiredrequired by the Collateral Trustee). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.56.7.

Appears in 1 contract

Samples: Revolving Credit Agreement (GenOn Energy, Inc.)

Proceeds to be Turned Over To Collateral Trustee. In addition Subject to the rights Intercreditor Agreement, if an Event of Default shall occur and be continuing, upon the request of the Collateral Trustee and (acting at the Secured Parties specified in Section 5.1 with respect to payments direction of Receivables, if a Notice of Acceleration is in effectthe Required Holders), all Proceeds constituting Collateral received by any Grantor consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor in trust for the Collateral Trustee and the other Secured Parties, and either (a) segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the as applicable) or (b) deposited into a Collateral Account in accordance with the terms of the Collateral Trust Agreement(whether or not so required under Section 5.1 hereof). All Proceeds while held by the Collateral Trustee in the Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.56.5 hereof.

Appears in 1 contract

Samples: Pledge and Security Agreement (SAExploration Holdings, Inc.)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if and when a Notice of Acceleration is in effect, all Proceeds received by any Grantor Obligor consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor Obligor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such GrantorObligor, and shall, forthwith upon receipt by such Grantor Obligor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor Obligor (duly indorsed by such Grantor Obligor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor Obligor in trust for the Collateral Trustee 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 Section 5.5the Trust Agreement.

Appears in 1 contract

Samples: Collateral Agreement (Anc Rental Corp)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice of Acceleration is Collateral Trust Parity Lien Default shall occur and be continuing and the Collateral Trustee shall have given the notice referred to in effectSection 5.3(a), all Proceeds received by any Grantor consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, at the request of the Collateral Trustee, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed endorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee and the Secured Parties) shall continue to be held as collateral security for all the Secured Collateral Trust Parity Lien Obligations and shall not constitute payment thereof until applied as provided in Section 5.5.

Appears in 1 contract

Samples: Security Agreement (Harland Clarke Holdings Corp)

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Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice an Event of Acceleration is in effectDefault shall occur and be continuing, at the written request of the Collateral Trustee all Proceeds received by any Grantor consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.5.

Appears in 1 contract

Samples: Term Loan Agreement (Chesapeake Energy Corp)

Proceeds to be Turned Over To Collateral Trustee. In addition Subject to the rights Collateral Trust Agreement, if an Event of Default shall occur and be continuing, at the written request of the Controlling Party or upon the commencement of any Collateral Trustee and Enforcement Action permitted under the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice of Acceleration is in effectCollateral Trust Agreement, all Proceeds of Collateral received by any Grantor consisting of cash, cash equivalents, Cash Equivalents and checks and Instruments shall be held by such Grantor in trust for the Collateral Trustee and the First Priority Secured Parties, Parties segregated from other funds of such Grantor, and shall, shall forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed endorsed by such Grantor to the Collateral Trustee, if reasonably required). All such Proceeds of Collateral received by the Collateral Trustee hereunder under this Section 6.3 shall be held by the Collateral Trustee in the Collateral Account in accordance with the terms of the Collateral Trust AgreementAccount. All such Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee and the First Priority Secured Parties) shall continue to be held as collateral security for all the First Priority Secured Obligations and shall not constitute payment thereof until applied as provided in Section 5.56.4.

Appears in 1 contract

Samples: Collateral Agreement (T-Mobile US, Inc.)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice an Event of Acceleration is in effect, Default shall occur and be continuing all Proceeds received by any Grantor consisting of cash, cash equivalents, checks and Instruments shall be held by such Grantor in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee 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 Section 5.5.

Appears in 1 contract

Samples: Collateral Agreement (Primus Telecommunications Group Inc)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee If an Actionable Default shall occur and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice of Acceleration is in effectbe continuing, all Proceeds received by any Grantor the Company consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor the Company in trust for the Collateral Trustee and the Secured Parties, segregated from other funds of such Grantorthe Company, and shall, forthwith upon receipt by such Grantor the Company, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor the Company (duly indorsed in blank by such Grantor the Company or to the Collateral Trustee, if required). All Proceeds of Collateral received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in a Collateral Account maintained under its sole dominion and control or under the sole dominion and control of the Credit Agreement Agent, acting as agent for the Collateral Account in accordance with the terms of the Collateral Trust AgreementTrustee. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor the Company in trust for the Collateral Trustee 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 Section 5.56.2.

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Calpine Corp)

Proceeds to be Turned Over To Collateral Trustee. In addition to the rights of the Collateral Trustee and the Secured Parties specified in Section 5.1 with respect to payments of Receivables, if a Notice an Event of Acceleration is in effectDefault shall occur and be continuing, all Proceeds received by any Grantor consisting of cash, cash equivalents, checks and Instruments other near-cash items shall be held by such Grantor in trust for the Collateral Trustee and the Secured PartiesTrustee, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor Grantor, be turned over to the Collateral Trustee to be deposited in the Collateral Account in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Trustee, if required). All Proceeds received by the Collateral Trustee hereunder shall be held by the Collateral Trustee in the a Collateral Account in accordance with the terms of the Collateral Trust Agreementmaintained under its sole dominion and control. All Proceeds while held by the Collateral Trustee in the a Collateral Account (or by such Grantor in trust for the Collateral Trustee and the Secured PartiesTrustee) shall continue to be held as collateral security for all the Secured Grantor’s Obligations and shall not constitute payment thereof until applied as provided in Section 5.5.

Appears in 1 contract

Samples: Security Agreement (Netscout Systems Inc)

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