When Proceeds Must Be Paid Over Sample Clauses

When Proceeds Must Be Paid Over. (a) In the event the Junior Creditor receives any payment or other distribution of any kind or character from the Credit Party or from any other source whatsoever in respect of the Junior Indebtedness in contravention of this Agreement or in the event any proceeds of Collateral are received by the Junior Creditor for application to the Junior Indebtedness other than as expressly permitted by the terms of this Agreement, such proceeds shall be received by the Junior Creditor in trust for the benefit of the Senior Creditor and the Junior Creditor shall promptly turn over such proceeds to the Senior Creditor (in the same form as received, with any necessary endorsement), for application (in the case of cash) to, or as Collateral (in the case of non-cash Property or securities) for, the payment or prepayment of the Senior Indebtedness remaining unpaid to the extent necessary to pay such Senior Indebtedness in full in cash in accordance with its terms. In the event the Junior Creditor fails to provide any endorsement, as contemplated by the immediately preceding sentence, the Senior Creditor, or any of its officers or employees, is hereby irrevocably authorized to make the same (which authorization, being coupled with an interest, is irrevocable). (b) Following the payment in full in cash, stock or property acceptable to the Senior Creditor of the Senior Indebtedness, in the event the Senior Creditor receives any payment or other distribution of any kind or character from the Credit Party or from any other source whatsoever or in the event any proceeds of Collateral are received by the Senior Creditor for application to the Senior Indebtedness in excess of the Senior Indebtedness, such proceeds shall be received by the Senior Creditor in trust for the benefit of the Junior Creditor and the Senior Creditor shall promptly turn over such proceeds to the Junior Creditor (in the same form as received, with any necessary endorsement), for application (in the case of cash) to, or as Collateral (in the case of non-cash Property or securities) for, the payment or prepayment of the Junior Indebtedness remaining unpaid to the extent necessary to pay such Junior Indebtedness in full in cash in accordance with its terms. In the event the Senior Creditor fails to provide any endorsement, as contemplated by the immediate preceding sentences, the Junior Creditor, or any of its officers or employees, is hereby irrevocably authorized to make the same (which authorization, being ...
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When Proceeds Must Be Paid Over. If any proceeds of Senior Bank Collateral are received by Halifax or any Holder for application to the Halifax Indebtedness other than as expressly permitted by the terms of this Agreement, such proceeds shall be received by such Person in trust for the benefit of Agent and Senior Banks and such Person shall promptly turn over such proceeds to Agent (in the same form as received, with any necessary endorsement), for application (in the case of cash) to, or as Senior Bank Collateral (in the case of non-cash Property or securities) for, the payment or prepayment of the Senior Indebtedness remaining unpaid to the extent necessary to pay such Senior Indebtedness in full in cash in accordance with its terms. In the event Halifax or any Holder fails to provide any endorsement, as contemplated by the preceding sentences, Agent, or any of its officers or employees, is hereby irrevocably authorized to make the same (which authorization, being coupled with an interest, is irrevocable).
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When Proceeds Must Be Paid Over. So long as any of the Credit Agreement Obligations remain outstanding, in the event any proceeds of Collateral are received by the Convertible Note Agent or the Convertible Note Holders for application to the Securities Purchase Agreement Obligations other than as expressly permitted by the terms of this Agreement, such proceeds shall be received by such Person in trust for the benefit of the Collateral Agent and the Lenders and such Person shall promptly turn over such proceeds to the Collateral Agent (in the same form as received, with any necessary endorsement), for application (in the case of cash) to the payment of expenses of the Collateral Agent and the Lenders, then to, or as Collateral (in the case of non-cash Property or securities) for, the payment or prepayment of the Credit Agreement Obligations remaining unpaid to the extent necessary to pay such Credit Agreement Obligations in full in accordance with its terms. In the event the Convertible Note Agent or the Convertible Note Holders fail to provide any endorsement, as contemplated by the immediately preceding sentence, the Collateral Agent, or any of its officers or employees, is hereby irrevocably authorized to make the same (which authorization, being coupled with an interest, is irrevocable). Upon indefeasible payment in full in cash or cash equivalents of all Credit Agreement Obligations, any remaining proceeds of Collateral shall be delivered to the Convertible Note Agent and applied to the Securities Purchase Agreement Obligations, except as otherwise required pursuant to applicable law.
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When Proceeds Must Be Paid Over. Any payment received by any Second Lien Secured Party (including, without limitation, payments and prepayments made for application against the Second Lien Secured Obligations and all other payments and deposits made pursuant to any provision of any Permitted Additional Junior Secured Debt Agreement or any Second Lien Security Document) prior to the Discharge of all First Lien Secured Obligations when such payment is not expressly permitted by the terms of this Agreement shall be held in trust for the benefit of the First Lien Secured Parties and shall be turned over to the Collateral Agent promptly upon the request of the Collateral Agent or any other First Lien Secured Party.
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When Proceeds Must Be Paid Over. Any payment received by any Lakes Party (including, without limitation, payments and prepayments made for application against the Lakes Obligations) prior to the Discharge of all FF&E Secured Obligations when such payment is not expressly permitted by the terms of this Agreement shall be held in trust for the benefit of the FF&E Secured Parties and shall be turned over to the FF&E Agent promptly upon the request of the FF&E Agent or any other FF&E Secured Party.
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When Proceeds Must Be Paid Over. Any payment received by Lakes, its successors, assigns and transferees (including, without limitation, payments and prepayments made for application against the Lakes Secured Obligations) prior to the Discharge of all First Lien Secured Obligations when such payment is not expressly permitted by the terms of this Agreement or the 2015 Notes Indenture shall be held in trust for the benefit of the holders of First Lien Secured Obligations and shall be turned over to the Collateral Agent promptly upon the request of the Collateral Agent.
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When Proceeds Must Be Paid Over. Any payment received by Lakes (including, without limitation, payments and prepayments made for application against the Lakes Obligations) prior to the Discharge of all FF&E Secured Obligations when such payment is not expressly permitted by the terms of this Agreement or the FF&E Facilities shall, subject to the rights under the Bond Intercreditor Agreement of the holders of the First Lien Secured Obligations or any trustee or agent for such holders, be held in trust for the benefit of the holders of FF&E Secured Obligations and shall, following the Discharge of the First Lien Secured Obligations, be turned over to the FF&E Agent promptly upon the request of the FF&E Agent.
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When Proceeds Must Be Paid Over. In the event any proceeds of Collateral are received by Second Priority Trustee or any Holder of Second Priority Notes for application to the Second Priority Secured Obligations other than as expressly permitted by the terms of this Agreement, such proceeds shall be received by such Person in trust for the benefit of First Priority Secured Parties and such Person shall promptly turn over such proceeds to the Collateral Agent (in the same form as received, with any necessary non-recourse endorsement), for application (in the case of cash) to, or as Collateral (in the case of non-cash Property or securities) for, the payment or prepayment of the First Priority Secured Obligations. In the event Second Priority Trustee or any Holder of Second Priority Notes fails to provide any endorsement, as contemplated by the preceding sentences, the Collateral Agent, or any of its officers or employees, is hereby irrevocably authorized to make the same (which authorization, being coupled with an interest, is irrevocable).
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Related to When Proceeds Must Be Paid Over

  • When Distribution Must Be Paid Over In the event that the Trustee or any Holder receives any payment of any Subordinated Note Obligations at a time when the Trustee or such Holder, as applicable, has actual knowledge that such payment is prohibited by Section 10.03 or 10.04 hereof, such payment shall be held by the Trustee or such Holder, in trust for the benefit of, and shall be paid forthwith over and delivered, upon written request, to, the holders of Senior Indebtedness as their interests may appear or their Representative under the indenture or other agreement (if any) pursuant to which Senior Indebtedness may have been issued, as their respective interests may appear, for application to the payment of all Obligations with respect to Senior Indebtedness remaining unpaid to the extent necessary to pay such Obligations in full in accordance with their terms, after giving effect to any concurrent payment or distribution to or for the holders of Senior Indebtedness. With respect to the holders of Senior Indebtedness, the Trustee undertakes to perform only such obligations on the part of the Trustee as are specifically set forth in this Article 10, and no implied covenants or obligations with respect to the holders of Senior Indebtedness shall be read into this Indenture against the Trustee. The Trustee shall not be deemed to owe any fiduciary duty to the holders of Senior Indebtedness, and shall not be liable to any such holders if the Trustee shall pay over or distribute to or on behalf of Holders or the Company or any other Person money or assets to which any holders of Senior Indebtedness shall be entitled by virtue of this Article 10, except if such payment is made as a result of the willful misconduct or gross negligence of the Trustee.

  • Distribution of Collateral Proceeds In the event that, following the occurrence or during the continuance of any Default or Event of Default, the Administrative Agent or any Lender, as the case may be, receives any monies in connection with the enforcement of any of the Security Documents, or otherwise with respect to the realization upon any of the Collateral, such monies shall be distributed for application as follows: (a) First, to the payment of, or (as the case may be) the reimbursement of the Administrative Agent, in its capacity as such, for or in respect of all reasonable costs, expenses, disbursements and losses which shall have been incurred or sustained by the Administrative Agent in connection with the collection of such monies by the Administrative Agent, for the exercise, protection or enforcement by the Administrative Agent of all or any of the rights, remedies, powers and privileges of the Administrative Agent under this Credit Agreement or any of the other Loan Documents or in respect of the Collateral or in support of any provision of adequate indemnity to the Administrative Agent against any taxes or liens which by law shall have, or may have, priority over the rights of the Administrative Agent to such monies; (b) Second, to all other Obligations in such order or preference as the Required Lenders may determine; provided, however, that (i) distributions shall be made (A) pari passu among Obligations with respect to the Administrative Agent’s Fee and all other Obligations and (B) with respect to each type of Obligation owing to the Lenders, such as interest, principal, fees and expenses, among the Lenders pro rata across all Tranches and (ii) the Administrative Agent may in its discretion make proper allowance to take into account any Obligations not then due and payable; (c) Third, upon payment and satisfaction in full in cash or other provisions for payment in full satisfactory to the Lenders and the Administrative Agent of all of the Obligations, to the payment of any obligations required to be paid pursuant to §9-615 of the UCC of the State of New York; and (d) Fourth, the excess, if any, shall be returned to the Borrower or to such other Persons as are entitled thereto.

  • Application of Net Liquidation Proceeds For all purposes under this agreement, Net Liquidation Proceeds received from a Servicer shall be allocated first to accrued and unpaid interest on the related Mortgage Loan and then to the unpaid principal balance thereof.

  • Condemnation Proceeds all Condemnation Proceeds other than proceeds to be applied to the restoration or repair of the property subject to the related Mortgage or released to the related Mortgagor in accordance with the Servicing Standard, which proceeds shall be deposited by the Master Servicer into an Escrow Account and not deposited in the Collection Account;

  • Sale Proceeds The proceeds of sale of any new Series of Notes shall be wired to the Collection and Funding Account, and the Indenture Trustee shall disburse such sale proceeds at the direction of the Administrator on behalf of the Issuer, except to the extent such funds are needed to satisfy the Collateral Test. The Administrator on behalf of the Issuer may direct the Issuer to apply such proceeds to reduce pro rata based on Invested Amounts, the VFN Principal Balance of any Classes of Variable Funding Notes, or to redeem any Series of Notes in accordance with Section 13.1. In the absence of any such direction, the proceeds of such sale shall be distributed to the Depositor or at the Depositor’s direction on the Issuance Date for the newly issued Notes. The Administrator shall deliver to the Indenture Trustee a report demonstrating that the release of sale proceeds pursuant to the Issuer’s direction will not cause a failure of the Collateral Test, as a precondition to the Indenture Trustee releasing such proceeds.

  • Application of Collateral Proceeds The proceeds and/or avails of the Collateral, or any part thereof, and the proceeds and the avails of any remedy hereunder (as well as any other amounts of any kind held by Lender, at the time of or received by Lender after the occurrence of an Event of Default hereunder) shall be paid to and applied as follows: (a) First, to the payment of out-of-pocket costs and expenses, including all amounts expended to preserve the value of the Collateral, of foreclosure or suit, if any, and of such sale and the exercise of any other rights or remedies, and of all proper fees, expenses, liability and advances, including reasonable legal expenses and attorneys’ fees, incurred or made hereunder by Lender, including, without limitation, Lender’s Expenses; (b) Second, to the payment to Lender of the amount then owing or unpaid on the Loans for any accrued and unpaid interest, the amounts which would have otherwise come due under Section 2.3(b)(ii), if the Loans had been voluntarily prepaid, the principal balance of the Loans, and all other Obligations with respect to the Loans (provided, however, if such proceeds shall be insufficient to pay in full the whole amount so due, owing or unpaid upon the Loans, then to the unpaid interest thereon, then to the amounts which would have otherwise come due under Section 2.3(b)(ii), if the Loans had been voluntarily prepaid, then to the principal balance of the Loans, and then to the payment of other amounts then payable to Lender under any of the Loan Documents); and (c) Third, to the payment of the surplus, if any, to Borrower, its successors and assigns, or to the Person lawfully entitled to receive the same.

  • Subordinated Share of Net Sales Proceeds The Subordinated Share of Net Sales Proceeds shall be payable to the Advisor in an amount equal to 10% of Net Sales Proceeds remaining after the Stockholders have received Distributions equal to the sum of the Stockholders’ 8% Return and 100% of Invested Capital. Following Listing, no Subordinated Share of Net Sales Proceeds will be paid to the Advisor.

  • Asset Dispositions, etc The Borrower will not, and will not permit any of its Subsidiaries to, sell, transfer, contribute or otherwise convey, or grant options, warrants or other rights with respect to, all or substantially all of the assets of (a) the Borrower or (b) the Subsidiaries of the Borrower, taken as a whole, except sales of assets between or among the Borrower and Subsidiaries of the Borrower.

  • Asset Disposition If the Borrower or any of its Subsidiaries (other than a Financing Subsidiary) Disposes of any property which results in the receipt by such Person of Net Cash Proceeds in excess of $2,000,000 in the aggregate since the applicable Commitment Termination Date, the Borrower shall prepay an aggregate principal amount of such Loans owed to such Lender or Lenders equal to 100% of such Net Cash Proceeds no later than the fifth Business Day following the receipt of such Net Cash Proceeds (such prepayments to be applied as set forth in Section 2.09(b)).

  • Proceeds from Shares Sold The Custodian shall receive funds representing cash payments received for Shares issued or sold from time to time by the Funds, and shall promptly credit such funds to the account(s) of the applicable Portfolio(s). The Custodian shall promptly notify each applicable Fund of Custodian's receipt of cash in payment for Shares issued by such Fund by facsimile transmission or in such other manner as the Fund and Custodian may agree in writing. Upon receipt of Proper Instructions, the Custodian shall: (a) deliver all federal funds received by the Custodian in payment for Shares in payment for such investments as may be set forth in such Proper Instructions and at a time agreed upon between the Custodian and the applicable Fund; and (b) make federal funds available to the applicable Fund as of specified times agreed upon from time to time by the applicable Fund and the Custodian, in the amount of checks received in payment for Shares which are deposited to the accounts of each applicable Portfolio.

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