Application Proceeds Sample Clauses
Application Proceeds. The proceeds of all sales and collections in respect of any Collateral or other assets of the Company, all funds collected from the Company and any cash contained in the Collateral, the application of which is not otherwise specifically provided for herein, shall be applied as follows:
A. First, to the payment of the costs and expenses of such sales and collections, the reasonable expenses of Edge and the reasonable fees and expenses of its counsel;
B. Second, any surplus then remaining to the payment of the Secured Obligations in such order and manner as Edge may in its reasonable discretion determine, subject, however, to the rights of the holder of any then existing lien for which Edge has received a proper demand for proceeds prior to making such payment; and
C. Third, any surplus then remaining shall be paid to the Company, subject, however, to the rights of the holder of any then existing lien for which Edge has received a proper demand for proceeds prior to making such payment to the Company.
Application Proceeds. The Administrative Agent (or its designee), on behalf of the Borrower, shall (as directed pursuant to the first paragraph of this Section 2.08) instruct the Account Bank to transfer Collections held by the Account Bank in each Collection Account in accordance with the Payment Date Report, to the following Persons in the following amounts, calculated as of the most recent Reporting Date, in the following order and priority:
(i) with respect to all Interest Collections:
a. first, to the payment of reasonable administrative fees and expenses of the Borrower (including fees and expenses of counsel, auditors, accountants, account banks, fees and expenses of an Acceptable Rating Agency) (other than Permitted RIC Distributions) (“Administrative Expenses”), in an amount not to exceed $300,000 for each calendar year (prorated for the related Interest Period on the basis of the actual number of days in the current calendar year and the actual number of days elapsed in such Interest Period) (the “Administrative Expense Cap”);
b. second, to the Administrative Agent for the ratable distribution to the Administrative Agent, the Revolving Administrative Agent, the Collateral Custodian, the Facility Servicer and the Account Bank (or, if directed by the Administrative Agent to pay any such ratable amount directly to the applicable Person, to such Person), in payment in full of all accrued fees, expenses and indemnities due and payable to such party by the Loan Parties hereunder or under any other Transaction Document and under any Fee Letters or Fee Agreements;
c. third, if on the prior Payment Date there were Revolving Loan Advances Outstanding and such Revolving Loan Advances Outstanding have not been repaid in full in accordance with Section 2.08(b), to the Administrative Agent for distribution to each Revolving Lender (or if directed by the Administrative Agent to pay such ratable amount directly to each Revolving Lender, to such Revolving Lender) to pay such Revolving Lender’s Pro Rata Share of Revolving Loan Advances Outstanding on the prior Payment Date;
d. fourth, to the Administrative Agent for distribution to each Lender (or if directed by the Administrative Agent to pay any such ratable amount directly to the Lender, to such Lender), to pay such ▇▇▇▇▇▇’s Pro Rata Share (calculated pursuant to clause (c) of the definition thereof) of accrued and unpaid interest, fees and expenses due and owing to such Lender under this Agreement (including any such accrued and un...