Common use of Application of Payments and Prepayments Clause in Contracts

Application of Payments and Prepayments. (1) All amounts received by the Administrative Agent from or on behalf of a Borrower and not previously applied pursuant to this Agreement shall be applied by the Administrative Agent as follows (i) first, in reduction of such Borrower’s obligation to pay any unpaid interest and any Fees which are due and owing; (ii) second, in reduction of such Borrower’s obligation to pay any claims or losses referred to in Section 15.01; (iii) third, in reduction of such Borrower’s obligation to pay any amounts due and owing on account of any unpaid principal amount of Advances and Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements, in each case, which are due and owing; provided that notwithstanding the foregoing, Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements shall be excluded from any such application if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may request, from the applicable Cash Management Bank or Hedge Lender, as the case may be; (iv) fourth, in reduction of such Borrower’s obligation to pay any other unpaid Accommodations Outstanding which are due and owing; (v) fifth, in reduction of any other obligation of such Borrower under this Agreement and the other Credit Documents; and (vi) sixth, to Cash Collateralize the then Accommodations Outstanding in respect of all Documentary Credits made to such Borrower; and (vii) seventh, to such Borrower or such other Persons as may lawfully be entitled to or directed by such Borrower to receive the remainder.

Application of Payments and Prepayments. (1) All amounts received by the Administrative Agent from or on behalf of a Borrower and not previously applied pursuant to this Agreement shall be applied by the Administrative Agent as follows (i) first, in reduction of such Borrower’s obligation to pay any unpaid interest and any Fees which are due and owing; (ii) second, in reduction of such Borrower’s obligation to pay any claims or losses referred to in Section 15.01; (iii) third, in reduction of such Borrower’s obligation to pay any amounts due and owing on account of any unpaid principal amount of Advances and Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements, in each case, which are due and owing; provided that notwithstanding the foregoing, Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements shall be excluded from any such application if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the - 60 - 1808964.02A-NYCSR03A - MSWLEGAL_1:80104430.16 Administrative Agent may request, from the applicable Cash Management Bank or Hedge Lender, as the case may be; (iv) fourth, in reduction of such Borrower’s obligation to pay any other unpaid Accommodations Outstanding which are due and owing; (v) fifth, in reduction of any other obligation of such Borrower under this Agreement and the other Credit Documents; and (vi) sixth, to Cash Collateralize the then Accommodations Outstanding in respect of all Documentary Credits made to such Borrower; and (vii) seventh, to such Borrower or such other Persons as may lawfully be entitled to or directed by such Borrower to receive the remainder.. Section 2.11

Application of Payments and Prepayments. (1) All amounts received by the Administrative Agent from or on behalf of a Borrower and not previously applied pursuant to this Agreement shall be applied by the Administrative Agent as follows (i) first, in reduction of such the Borrower’s obligation to pay any unpaid interest and any Fees which are due and owing; (ii) second, in reduction of such the Borrower’s obligation to pay any claims or losses referred to in Section 15.01; (iii) third, in reduction of such the Borrower’s obligation to pay any amounts due and owing on account of any unpaid principal amount of Advances and Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements, in each case, which are due and owing; provided that notwithstanding the foregoing, Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements shall be excluded from any such application if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may request, from the applicable Cash Management Bank or Hedge Lender, as the case may be; (iv) fourth, in reduction of such the Borrower’s obligation to pay any other unpaid Accommodations Outstanding which are due and owing; (v) fifth, in reduction of any other obligation of such the Borrower under this Agreement and the other Credit Documents; and (vi) sixth, to Cash Collateralize the then Accommodations Outstanding in respect of all Documentary Credits made to such Borrower; and (vii) seventh, to such the applicable Borrower or such other Persons as may lawfully be entitled to or directed by such a Borrower to receive the remainder.

Application of Payments and Prepayments. (1) Each prepayment pursuant to Section 2.05(1), Section 2.05(2), Section 2.05(3), or Section 2.06 shall be applied ratably to the repayments pursuant to Section 2.04. (2) All amounts received by the Administrative Agent from or on behalf of a Borrower and not previously applied pursuant to this Agreement shall be applied by the Administrative Agent as follows (i) first, in reduction of such the Borrower’s obligation to pay any unpaid interest and any Fees which are due and owing; (ii) second, in reduction of such the Borrower’s obligation to pay any claims or losses referred to in Section 15.0114.01; (iii) third, in reduction of such the Borrower’s obligation to pay any amounts due and owing on account of any unpaid principal amount of Advances and Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements, in each case, which are due and owing; provided that notwithstanding the foregoing, Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements shall be excluded from any such application if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may request, from the applicable Cash Management Bank or Hedge Lender, as the case may be; (iv) fourth, in reduction of such the Borrower’s obligation to pay any other unpaid Accommodations Outstanding which are due and owing; (v) fifth, in reduction of any other obligation of such the Borrower under this Agreement and the other Credit Documents; and (vi) sixth, to Cash Collateralize the then Accommodations Outstanding in respect of all Documentary Credits made to such Borrower; and (vii) seventh, to such the Borrower or such other Persons as may lawfully be entitled to or directed by such a Borrower to receive the remainder.. Section 2.10

Application of Payments and Prepayments. (1) All amounts received by the Administrative Agent from or on behalf of a the Borrower and not previously applied pursuant to this Agreement shall be applied by the Administrative Agent as follows (i) first, in reduction of such the Borrower’s obligation to pay any unpaid interest and any Fees which are due and owing; (ii) second, in reduction of such the Borrower’s obligation to pay any claims or losses referred to in Section 15.0110.06; (iii) third, in reduction of such the Borrower’s obligation to pay any amounts due and owing on account of any unpaid principal amount of Advances and Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements, in each case, which are due and owing; provided that notwithstanding the foregoing, Obligations arising under Eligible Cash Management Agreements and Eligible Hedging Agreements shall be excluded from any such application if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may request, from the applicable Cash Management Bank or Hedge Lender, as the case may be; (iv) fourth, in reduction of such the Borrower’s obligation to pay any other unpaid Accommodations Outstanding which are due and owingowing under the Tranche A Credit Facility; (v) fifth, in reduction of the Borrower’s obligation to pay any other unpaid Accommodations Outstanding which are due and owing under the Tranche B Credit Facility; (vi) sixth, in reduction of any other obligation of such the Borrower under this Agreement and the other Credit Loan Documents; and (vi) sixth, to Cash Collateralize the then Accommodations Outstanding in respect of all Documentary Credits made to such Borrower; and (vii) seventh, to such the Borrower or such other Persons as may lawfully be entitled to or directed by such Borrower to receive the remainder.