Turnover of Payments. In the event that
(a) any payment or distribution shall be paid to or collected or received by any holder of this Note in contravention of any of the terms of this Section 3 and prior to the payment in full, in cash or cash equivalents, of the Senior Debt at the time outstanding, and
(b) any holder of such Senior Debt shall have notified the holder of this Note, within one hundred eighty (180) days of any such payment or distribution, of the facts by reason of which such collection or receipt so contravenes this Section 3, then and in any such event such holder of this Note will deliver such payment or distribution, to the extent necessary to pay all such Senior Debt in full, in cash or cash equivalents to the holders of such Senior Debt and, until so delivered the same shall be held in trust by such holder of this Note as the property of the holders of such Senior Debt. If after any amount is delivered to the holders of Senior Debt pursuant to this Section 3.6 and (i) the holder of this Note shall be required by an order or judgment of a court of competent jurisdiction to return a payment (the "Avoided Payment") received by them and so paid over (in whole or in part) to the holders of Senior Debt, or (ii) the outstanding Senior Debt shall thereafter be paid in full, in cash or cash equivalents, without giving effect to such delivery made pursuant to this Section 3.6, then, in either case, the holders of Senior Debt shall return to such holder of this Note any amount equal to the amount delivered to such holders of Senior Debt pursuant to this Section 3.6, so long as (in the case of the immediately preceding clause (ii) only) after the return of such amount the Senior Debt shall remain paid in full, in cash or cash equivalents. For purposes of clause (i) of the immediately preceding sentence, if less than all of the Avoided Payment was paid over to the holders of Senior Debt and the holder of this Note is able to satisfy its obligations under such order or judgment in whole or in part from the portion of the Avoided Payment not so paid over to the holders of the Senior Debt, the holders of Senior Debt shall not be required to return any portion of the Avoided Payment in excess of the amount actually required by the holder(s) of this Note to satisfy its obligations.
Turnover of Payments. If (i) any payment or distribution shall be collected or received by the holder of the Permitted Subordinated Debt in contravention of the terms hereto and prior to the payment in full in cash or cash equivalents of all Obligations at the time outstanding and (ii) any holder of such Obligations (or any authorized agent thereof) shall have notified the holder of the Permitted Subordinated Debt of the facts by reason of which such collection or receipt so contravenes the subordination provisions hereto, the holder of the Permitted Subordinated Debt will deliver such payment or distribution, to the extent necessary to pay all such Obligations in full in cash or cash equivalents, to the Collateral Agent, for the benefit of the holders of the Obligations, in the form received, and until so delivered, the same shall be held by the holder of the Permitted Subordinated Debt in trust for the holders of the Obligations and shall not be commingled with other funds or property of the holder of the Permitted Subordinated Debt. Exh. E-3
Turnover of Payments. If, notwithstanding the provisions of this Section 7, any payment or distribution of any character (whether in cash, securities or other property) or any security shall be received by Holder in contravention of this Section 7 and before all Senior Debt shall have been paid in full in cash, after giving effect to, and application of, all payments and distributions received by holders of Senior Debt from any other source, such payment, distribution or security shall be held in trust for the benefit of, and shall be immediately paid over or delivered or transferred to, the holders of Senior Debt (or any duly authorized Senior Debt Representative) for application of payment according to the priorities of such Senior Debt and ratably among the holders of any class of Senior Debt (except that Holder may receive and retain Permitted Junior Securities).
Turnover of Payments. In the event that any Purchaser receives a payment from the Company in violation of the terms of this Article 8, such Purchaser (a) shall hold such money in trust for the benefit of the holders of Senior Debt, and (b) shall, upon request of the holders of Senior Debt, forthwith remit an amount equal to such payment to such holders, or the payment in the exact form received (but with any necessary endorsement to such holders without recourse). After any Purchaser has received notice that a payment has been made to such Purchaser in violation of the terms of this Article 8, such Purchaser shall segregate such payment from (and shall not commingle such payment with any of) the other funds of such Purchaser.
Turnover of Payments. If:
(a) any payment or distribution shall be collected or received by any holders of Subordinated Debt in contravention of any of the terms of this Section 10 and prior to the payment in full in cash of the Senior Debt at the time outstanding; and
(b) any holder of such Senior Debt shall have notified such holders of Subordinated Debt, within three hundred sixty-five (365) days of any such payment or distribution, of the facts by reason of which such collection or receipt so contravenes this Section 10; then such holders of Subordinated Debt will deliver such payment or distribution, to the extent necessary to pay all such Senior Debt in full in cash, to the holders of such Senior Debt and, until so delivered, the same shall be held in trust by such holders of Subordinated Debt as the property of the holders of such Senior Debt. If after any amount is delivered to the holders of Senior Debt pursuant to this Section 10.4, whether or not such amounts have been applied to the payment of Senior Debt, and the outstanding Senior Debt shall thereafter be paid in full in cash by the Company or otherwise other than pursuant to this Section 10.4, the holders of Senior Debt shall return to such holders of Subordinated Debt an amount equal to the amount delivered to such holders of Senior Debt pursuant to this Section 10.4.
Turnover of Payments. In the event that Buyer receives any payment or instrument of payment of any amount included in the Excluded Assets or any other payment or amount to which Sellers are entitled, Buyer shall deliver the same promptly to Sellers (with endorsement, if necessary, but otherwise in the same form as received) and, until so delivered, hold the same in trust for Sellers’ benefit and as property of Sellers. In the event that Sellers receive any payment or instrument of payment of any amount included in the Assets or any other payment or amount to which Buyers are entitled, Sellers shall deliver the same promptly to Buyer (with endorsement, if necessary, but otherwise in the same form as received) and, until so delivered, hold the same in trust for Buyer’s benefit and as property of Buyer.
Turnover of Payments. If any payment, distribution or security (except for payments permitted under Section 2(b) hereof) or any proceeds of thereof, shall be collected or received by the Junior Noteholder in respect of the Junior Note in contravention of any of the terms of this Agreement, then the Junior Noteholder will hold such payment, distribution or security in trust for the benefit of the Senior Lenders and will forthwith deliver such payment, distribution, security or proceeds to the Senior Agent to be applied to the Senior Debt. If, at any time after Payment in Full of the Senior Debt, any payments of the Senior Debt must be disgorged by the holders thereof for any reason (including, without limitation, the bankruptcy of any Loan Party), this Agreement and the relative rights and priorities set forth herein shall be reinstated as to all such disgorged payments as though such payments had not been made and the Junior Noteholder shall immediately pay over all payments received with respect to the Junior Debt (to the extent that such payments would have been prohibited hereunder) to the Senior Agent to be applied to the applicable Senior Debt.
Turnover of Payments. Each Senior Lender that receives any Shared Payment by or on behalf of any of the Companies or otherwise from any Person or source (any such Senior Lender, a "Receiving Lender") shall, immediately after receipt of a Notice of Enforcement (or, if such Senior Lender gave such Notice of Enforcement, therewith), or, if later, immediately upon receipt of such Shared Payment, notify all other Senior Lenders in writing of the amount and date of receipt of such Shared Payment and deliver to each other Senior Lender its Pro Rata Portion of such Shared Payment. Each delivery of any Shared Payment shall be accompanied by a written calculation of the amount of the Shared Payment owing to each Senior Lender. Such calculation shall be deemed correct unless any Senior Lender delivers notice of dispute within thirty days of such Senior Lender's receipt of the calculation. Notwithstanding the foregoing, to the extent that any amounts available for distribution pursuant to this Section 3.3 are attributable to the Senior Indebtedness that related to outstanding commercial paper under the Credit Agreement, such amounts shall be held in a reserve or other account unavailable to the Companies (the "Reserve Account") to be established by the Agent. Amounts in the Reserve Account shall be used from time to time to the extent allocated to commercial paper, to pay the applicable loan and reimbursement obligations for which such amounts were held in reserve as they become due. Any amounts remaining in the Reserve Account following the expiration or satisfaction in full of the Senior Indebtedness for which such amounts were held in reserve shall be applied against any Senior Indebtedness remaining unpaid in accordance with the then applicable Pro Rata Portions.
Turnover of Payments. If any payment, distribution, security, or the proceeds of any thereof, shall be collected or received by Second Lien Creditor in contravention of any of the terms of this Agreement and prior to the irrevocable payment in full in cash of Senior Secured Debt at the time outstanding, the holder thereof will forthwith deliver such payment, distribution, security or proceeds to Senior Secured Creditor and, until so delivered, the same shall be held in trust by such holder as the property of Senior Secured Creditor.
Turnover of Payments. If:
(a) any payment or distribution shall be paid to or collected or received by any holders of Subordinated Debt in contravention of any of the terms of this Section 7; and
(b) the Senior Agent shall have notified the holders of Subordinated Debt of the facts by reason of which such payment or collection or receipt so contravenes this Section 7 or constituted a Significant Nonpayment Default; then such holders of Subordinated Debt will deliver such payment or distribution, to the extent necessary to pay all such Senior Debt in full, in cash or cash equivalents, to the Senior Agent, on behalf of the holders of the Senior Debt, and, until so delivered, the same shall be held in trust by such holders of Subordinated Debt as the property of the holders of such Senior Debt. If any amount is delivered to the Senior Agent pursuant to this Section 7.8, whether or not such amounts have been applied to the payment of Senior Debt, and the outstanding Senior Debt shall thereafter be paid in full, in cash or cash equivalents, by the Company or otherwise other than pursuant to this Section 7.8, the holders of Senior Debt shall return to such holders of Subordinated Debt an amount equal to the amount delivered to such holders of Senior Debt pursuant to this Section 7.8, so long as after the return of such amounts the Senior Debt shall remain paid in full, in cash or cash equivalents.
