Application of Proceeds after Default. Except as otherwise herein expressly provided, the proceeds of any collection, sale or other realization of all or any part of the Collateral of any Loan Party pursuant to Section 8.01, and any other Cash of any Loan Party at the time held by the Collateral Agent under this Agreement, shall be applied by the Collateral Agent in accordance with the Default Priority of Payments. In making the allocations required by the Default Priority of Payments, the Collateral Agent may rely upon its records and information supplied to it pursuant to Section 6.02 (except as otherwise provided in Section 9.02), and the Collateral Agent shall have no liability to any of the Secured Parties for actions taken in reliance on such information, except to the extent of its negligence, bad faith, willful misconduct or fraudulent action. The Collateral Agent may, in its sole discretion, at the time of any application under this Section 8.04, withhold all or any portion of the proceeds otherwise to be applied to the Secured Obligations as provided in the Default Priority of Payments and maintain the same in a segregated cash collateral account in the name and under the exclusive Control of the Collateral Agent, to the extent that it in good faith believes that the information provided to it pursuant to Section 6.02 is either incomplete or inaccurate and that application of the full amount of such proceeds to the Secured Obligations would be disadvantageous to any Secured Party. All distributions made by the Collateral Agent pursuant to this Section 8 shall be final (subject to any decree of any court of competent jurisdiction), and the Collateral Agent shall have no duty to inquire as to the application by the other Secured Parties of any amounts distributed to them.
Appears in 7 contracts
Samples: Guarantee and Security Agreement, Guarantee and Security Agreement, Guarantee and Security Agreement (Nuveen Mortgage Opportunity Term Fund 2)
