Collateral Proceeds Sample Clauses

Collateral Proceeds. Each Borrower agrees to make such arrangements as shall be necessary or appropriate to assure (through the use of a lockbox under the sole control of the Administrative Agent) that all proceeds of the Collateral provided by such Borrower, subject to Sections 2.7(d) and 8.18 of this Agreement, are deposited (in the same form as received) in a separate remittance account maintained by such Borrower with and under the control of the Administrative Agent, each such account to constitute a special restricted account (each, a "RESTRICTED ACCOUNT"); PROVIDED, HOWEVER, that the Company and Intersound may use the same lockbox and same Restricted Account for such purposes. Any proceeds of Collateral received by any Borrower shall be held by such Borrower in trust for the Administrative Agent and the Lenders in the same form in which received, shall not be commingled with any assets of such Borrower, and shall be delivered promptly to the Administrative Agent (together with any necessary endorsements thereto) for deposit into the Restricted Account of such Borrower. The Borrowers acknowledge that the Administrative Agent has (and is hereby granted to the extent it does not already have) a lien on each Restricted Account and all funds contained therein for the ratable benefit of the Lenders to secure the Obligations. Prior to the Loan Mechanization Date, the Lenders agree with the Borrowers that if and so long as no Event of Default has occurred and is continuing hereunder, amounts on deposit in each Restricted Account will (subject to the rules and regulations of the relevant depository as from time to time in effect applicable to demand deposit accounts) be made available to the Borrowers for use in conduct of their respective businesses; PROVIDED, HOWEVER, upon the occurrence and during the continuation of any Event of Default hereunder, the Administrative Agent may apply the funds on deposit in any one or more of the Restricted Accounts as set forth in Section 3.3 hereof, and the Administrative Agent shall notify the Company of any such application. On and after the Loan Mechanization Date, no amounts deposited in the Restricted Accounts shall be released to the Borrowers, but shall instead be applied to, or otherwise held as collateral security for, the outstanding Obligations as set forth in Section 3 hereof, it being understood and agreed that notwithstanding such application, the Borrowers shall have the right to obtain additional Loans and Letters of Credit u...

Collateral Proceeds. Subject to the Pari Passu Intercreditor Agreement, with respect to any proceeds of Collateral received by the Administrative Agent or the Collateral Agent (whether as a result of any realization on the Collateral, any setoff rights, any distribution in connection with any proceedings or other action of any Loan Party in respect of Debtor Relief Laws or otherwise and whether received in cash or otherwise) (i) not constituting a specific payment of principal, interest, fees or other sum payable under the Loan Documents (which shall be applied on a pro rata basis among the relevant Lenders under the Loans being prepaid as specified by the Borrower) or (ii) after an Event of Default has occurred and is continuing and the Administrative Agent so elects or the Required Lenders so direct, such funds shall be applied, subject to the provisions of any applicable intercreditor agreement, ratably first, to pay any fees, indemnities, or expense reimbursements including amounts then due to the Administrative Agent and the Collateral Agent from the Company or the Facility Guarantor, second, to pay any fees, indemnities or expense reimbursements then due to the Lenders (in their capacities as such) from the Borrowers, third, to pay interest (including post-petition interest, whether or not an allowed claim in any claim or proceeding under any Debtor Relief Laws) then due and payable on the Loans ratably, fourth, to repay principal on the Loans; fifth, to the payment of any other Obligation due to any Lender Party by the Borrowers; and sixth, after all of the Obligations have been paid in full (other than contingent indemnification obligations not yet due and owing), to the Company or as otherwise required by Law.

Collateral Proceeds. Until written notice shall be given to the Pledgors in accordance with Section 6.2(d) that the Administrative Agent has exercised its rights under Section 6.2(d) to vote the Collateral, each Pledgor shall be entitled to receive and collect for its own use all Collateral Proceeds.

Collateral Proceeds. The Borrower agrees to make, and to cause each other Designated Company to make, such arrangements as shall be necessary or appropriate to assure (through the use of one or more lockboxes under the sole control of the Administrative Agent) that all proceeds of the Collateral are deposited (in the same form as received) in one or more remittance accounts maintained with or otherwise under the control of the Administrative Agent, for the ratable benefit of the Lenders, all of which are maintained with the Administrative Agent (each special restricted account maintained with the Administrative Agent to be referred to herein as a "Concentration Account"). Any proceeds of Collateral received by any Designated Company shall be held by such Designated Company in trust for the Administrative Agent and the Lenders in the same form in which received, shall not be commingled with any assets of any Designated Company, and shall be delivered immediately to the Administrative Agent (together with any necessary endorsements thereto) for deposit into a Concentration Account. The Borrower acknowledges (on behalf of itself and the other Designated Companies) that the Administrative Agent has (and is hereby granted to the extent it does not already have) a Lien on each Concentration Account and all funds contained therein to secure the Obligations, for the ratable benefit of the Lenders. No amounts deposited in any Concentration Account shall be released to the Borrower, but shall instead be applied to, or otherwise held as collateral security for, the outstanding Obligations to the extent and as set forth in Section 3.1 hereof, it being understood and agreed that the Borrower, notwithstanding such application, shall have the right to obtain additional Revolving Loans and Letters of Credit under this Agreement subject to the terms and conditions hereof.

Collateral Proceeds. In the event the COUNTY invokes Collateral, the proceeds shall be applied first to the COUNTY’S fees and expenses, including attorneys’ fees, and then to completing or repairing the unfinished or defective Required Improvements. Excess Collateral proceeds, if any, are payable to SUBDIVIDER. The COUNTY has no obligation to utilize any funds, other than the Collateral proceeds, to complete any of the Required Improvements.

Collateral Proceeds. Notwithstanding any Default, Insolvency Proceeding or sale or other disposition of Shared Collateral (including, without limitation, but subject to the provisions of Section 33 hereof, any disposition of Shared Collateral as a result of any Enforcement), any Net Proceeds of Shared Collateral shall be allocated among the parties as follows: (a) first, to the US Agent, the UK Agent, the US Security Trustee and/or the UK Security Trustee, as the case may be, until all then outstanding Collateral Agent Expenses have been paid in full; (b) second, to the extent of any surplus, to the US Agent (for distribution to the US Banks in accordance with the provisions of the US Credit Agreement) or the UK Agent (for distribution to the UK Banks in accordance with the UK Credit Agreement) until any net amount then owing to such Agent pursuant to Section 5 hereof until such amount is paid in full; (c) third, to the extent of any surplus, to the US Obligations and the UK Obligations based on their Pro Rata Shares until the US Obligations and the UK Obligations have been paid in full, with the amounts allocable to the US Obligations being paid to the US Agent for distribution to the US Agent and the US Banks in accordance with the provisions of the US Agreement and the amounts allocable to the UK Obligations being paid to the UK Agent for distribution to the UK Agent and the UK Banks in accordance with the provisions of the UK Credit Agreement; and (d) finally, to the extent of any surplus, to the US Borrower either for retention (if it shall be the rightful owner of any such surplus) or to be held in trust for distribution to the Loan Party that is the rightful owner of any portion of any such surplus, as the case may be.

Collateral Proceeds. The Borrower shall be entitled to receive all distributions made on or in respect of non-cash Collateral the payment dates for which occur during the term of the Loan and which are not otherwise received by the Borrower, to the full extent it would be so entitled if the Collateral had not been delivered to the Lender. Any distributions made on or in respect of such Collateral which the Borrower is entitled to receive hereunder shall be paid by the Lender to the Borrower upon receipt by the Lender if payment is received in immediately available funds, or in the case of clearing house funds, on the business day following receipt by the Lender, so long as the Borrower is not in default at the time of receipt of such payment.

Collateral Proceeds. Until written notice shall be given to Pledgor in accordance with Section 5.02(d) that Secured Party has exercised its rights under Section 5.02(d) to vote the Collateral, Pledgor shall be entitled to receive and collect for its own use all Collateral Proceeds.

Collateral Proceeds. 7 Commission . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7