Common use of Delivery of Collateral and Proceeds Clause in Contracts

Delivery of Collateral and Proceeds. Upon the Discharge of Obligations of any Class, the Agent of such Class shall, except as may otherwise be required by applicable law or any order of any court or other Governmental Authority, deliver, at the expense of the Grantors, to the Agent of the other Class, without representation or recourse, any Collateral (including any Pledged or Controlled Collateral) held by the Agent of such Class at such time in the same form as received, with any necessary endorsements (so as, in respect of any such Pledged or Controlled Collateral, to allow the Agent of such other Class to obtain possession or control thereof), to be applied by the Agent of such other Class to the Obligations of such other Class in the order specified in the Credit Documents of such other Class.

Appears in 2 contracts

Samples: Intercreditor Agreement (Ascena Retail Group, Inc.), Intercreditor Agreement (Ascena Retail Group, Inc.)

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Delivery of Collateral and Proceeds. Upon the Discharge of Obligations of any Class, the Agent of such Class shall, except as may otherwise be required by applicable law or any order of any court or other Governmental Authority, deliver, at the expense of the Grantors, to the Agent of the other ClassClass (which in the case of Term Obligations, shall be the Controlling Term Agent), without representation or recourse, any Collateral (including any Pledged or Controlled Collateral) held by the Agent of such Class at such time in the same form as received, with any necessary endorsements (so as, in respect of any such Pledged or Controlled Collateral, to allow the Agent of such other Class to obtain possession or control thereof), to be applied by the such Agent of such other Class (which in the case of Term Obligations, shall be the Controlling Term Agent) to the Obligations of such other Class in the order specified in the Credit Documents of such other Class.

Appears in 2 contracts

Samples: Term Credit Agreement (Fossil Group, Inc.), Credit Agreement (Mens Wearhouse Inc)

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Delivery of Collateral and Proceeds. Upon the Discharge of Obligations of any Class, the Agent of such Class shall, except as may otherwise be required by applicable law or any order of any court or other Governmental Authority, deliver, at the expense of the Grantors, to the Agent of the other ClassClass having priority in respect thereof as set forth in Section 2.01 above, without representation or recourse, any Collateral (including any Pledged or Controlled Collateral) held by the Agent of such Class at such time in the same form as received, with any necessary endorsements (so as, in respect of any such Pledged or Controlled Collateral, to allow the such Agent of such other Class to obtain possession or control thereof), to be applied by the such Agent of such other Class to the Obligations of such other Class in the order specified in the Credit Documents of such other Class.

Appears in 1 contract

Samples: Intercreditor Agreement (Alon Refining Krotz Springs, Inc.)

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