Common use of Interest Proceeds Clause in Contracts

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent). Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 4 contracts

Samples: Loan and Security Agreement (Goldman Sachs Private Middle Market Credit II LLC), Loan and Security Agreement (Goldman Sachs Private Middle Market Credit II LLC), Loan and Security Agreement (Goldman Sachs Private Middle Market Credit II LLC)

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Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted nonNon-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof in accordance with the written direction of the Portfolio ManagerServicer. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any the Permitted Non-USD Interest Collection AccountAccount in respect of Euros) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager Servicer on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager Servicer (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"). Eligible Investments shall mature no later than the end of the then-current Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company or the Servicer on its behalf (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 3 contracts

Samples: Loan and Security Agreement (TCG BDC II, Inc.), Loan and Security Agreement (TCG BDC II, Inc.), Loan and Security Agreement (Carlyle Credit Solutions, Inc.)

Interest Proceeds. The Company shall (or shall cause the Permitted Subsidiary to) notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account (or, in the case of Subsidiary Assets, the applicable Pledged Account); provided that (i) Interest Proceeds denominated in a Permitted Non-USD Currency CAD shall be deposited into the applicable Permitted Non-USD Currency CAD Collection Account, (ii) Interest Proceeds denominated in EUR shall be deposited into the EUR Collection Account and (iii) Interest Proceeds denominated in GBP shall be deposited into the GBP Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted non-USD Currency Interest GBP Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, and held in cash and/or (other than and/or, in the case of any Permitted Non-USD Interest the Collection Account) , invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"). Eligible Investments shall mature no later than the end of the then-current Calculation Period. For the avoidance of doubt, (i) Interest Proceeds received in any Permitted Non-USD Currency shall remain uninvested and shall be deposited in the CAD Collection Account, the EUR Collection Account or the GBP Collection Account, as applicable, and (ii) amounts held in the CAD Collection Account, the EUR Collection Account and the GBP Collection Account shall remain uninvested. Not later than five Business Days following receipt, the Company shall cause the Permitted Subsidiary to distribute Interest Proceeds received by it to the Company as a dividend or equivalent equity distribution and deposit such Interest Proceeds into the Collection Account. Interest Proceeds on deposit in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account and or the Permitted Non-USD Currency Interest GBP Collection Accounts Account, as applicable, shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Tax Distributions in accordance with this AgreementAgreement with two (2) Business Days prior notice to the Administrative Agent.

Appears in 3 contracts

Samples: Loan Agreement (WhiteHorse Finance, Inc.), Loan Agreement (WhiteHorse Finance, Inc.), Loan Agreement (WhiteHorse Finance, Inc.)

Interest Proceeds. The Company shall notify the obligor (or the relevant agent under the applicable Underlying Instruments) with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the USD Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the USD Interest Collection Account or the applicable Permitted nonNon-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the USD Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable, or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the USD Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable, all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio ManagerServicer. Interest Proceeds deposited into shall be retained in the USD Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable, and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager Servicer on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency with a rate of return that is not less than zero selected by the Portfolio Manager Servicer (unless an Event of Default has occurred and is continuing or a Market Value Event has occurredcontinuing, in which case, selected by the Administrative Agent) ("Eligible Investments"). Eligible Investments shall mature no later than the end of the then-current Calculation Period. In the absence of any such direction amounts held in such accounts will remain uninvested. Interest Proceeds on deposit in the USD Interest Collection Account and the each Permitted Non-USD Currency Interest Collection Accounts Account shall be withdrawn by the Collateral Agent (at the written direction of the Company or the Servicer on its behalf (or, following the occurrence and during the continuation of an Event of Default, the Administrative Agent)) and applied to make payments in accordance with this Agreement or to make Permitted Distributions or Permitted RIC Distributions as permitted by this Agreement. The Servicer shall notify the Administrative Agent and the Collateral Agent if the Servicer reasonably determines in good faith that any amounts in the USD Interest Collection Account, the GBP Interest Collection Account, the CAD Interest Collection Account or the Euro Interest Collection Account, as applicable, have been deposited in error or do not otherwise constitute Interest Proceeds (which notice shall include a certificate of an officer of the Servicer setting forth the basis for such determination), whereupon such amounts on deposit in such account may be withdrawn by the Collateral Agent (at the direction of the Company and with written confirmation from the Administrative Agent (or, upon the occurrence and during the continuance of an Event of Default or following Default, at the occurrence direction of a Market Value Event, the Administrative Agent)) on the next succeeding Business Day and applied (i) remitted to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreementat the direction of the Company.

Appears in 2 contracts

Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC), Credit and Security Agreement (T Series Middle Market Loan Fund LLC)

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment owned by it to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received by the Company other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments owned by it to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof thereof. As used herein, “Interest Proceeds” means all amounts withdrawn from the Interest Reserve Account, all payments of interest received by the Company in accordance with the written direction respect of the Portfolio Manager. Investments and Eligible Investments (in each case other than accrued interest purchased by the Company, but including proceeds received from the sale of interest accrued after the date on which the Company acquired the related Portfolio Investment), all other payments on the Eligible Investments and all payments of fees and other similar amounts received by the Company or deposited into any of the Accounts (including commitment fees, facility fees, late payment fees, prepayment premiums, amendment fees and waiver fees, but excluding syndication or other up-front fees and administrative agency or similar fees); provided, however, that for the avoidance of doubt, Interest Proceeds deposited into shall not include amounts or Eligible Investments in the Interest Collection Coverage Event Cure Account or the applicable Permitted Non-USD Currency any proceeds therefrom. All Interest Collection Account Proceeds shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Administrative Agent in Cash Equivalents dollar-denominated in the applicable Currency high-grade investments selected by the Portfolio Manager Company (unless an Event of Default has occurred and is continuing or a Market Value Coverage Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the next succeeding Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (i) to be applied pursuant to the applicable Priority of Payments and (ii) at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Coverage Event, the Administrative Agent)) , to be remitted to the Company to be applied to pay accrued and applied (i) to make payments unpaid interest in respect of any repaid or prepaid portion of the Advance made in accordance with this Agreement (or, upon the occurrence of a Coverage Event or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreementthe occurrence and continuance of an Event of Default, as directed by the Administrative Agent).

Appears in 1 contract

Samples: Loan Agreement (Silver Lake Group, L.L.C.)

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment owned by it to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received by the Company other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments owned by it to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof thereof. As used herein, “Interest Proceeds” means all payments of interest received in accordance with the written direction respect of the Portfolio Manager. Investments and Eligible Investments acquired with the proceeds of Portfolio Investments (in each case other than accrued interest purchased using Principal Proceeds, but including proceeds received from the sale of interest accrued after the date on which the Company acquired the related Portfolio Investment), all other payments on the Eligible Investments acquired with the proceeds of Portfolio Investments (for the avoidance of doubt, such other payments shall not include principal payments (including, without limitation, prepayments, repayments or sale proceeds) with respect to Eligible Investments acquired with Principal Proceeds) and all payments of fees, dividends and other similar amounts received in respect of the Portfolio Investments or deposited into any of the Accounts (including closing fees, commitment fees, facility fees, late payment fees, amendment fees, waiver fees, prepayment fees and premiums, ticking fees, delayed compensation, customary syndication or other up-front fees and customary administrative agency or similar fees); provided, however, that for the avoidance of doubt, Interest Proceeds deposited into shall not include amounts or Eligible Investments in the Interest Collection MV Cure Account or the applicable Permitted Non-USD Currency any proceeds therefrom. All Interest Collection Account Proceeds shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in dollar-denominated Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the next succeeding Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Event, the Administrative Agent)) and remitted to the Company to be applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or and Permitted RIC Tax Distributions permitted by Article VI, in accordance each case with this Agreement.prior notice to the Administrative Agent. As used herein:

Appears in 1 contract

Samples: Loan Agreement (Sierra Income Corp)

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment owned by it to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received by the Company other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments owned by it to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof thereof. As used herein, “Interest Proceeds” means all payments of interest received by the Company in accordance with the written direction respect of the Portfolio Manager. Investments and Eligible Investments (in each case other than accrued interest purchased by the Company using Principal Proceeds, but including proceeds received from the sale of interest accrued after the date on which the Company acquired the related Portfolio Investment), all other payments on the Eligible Investments and all payments of fees and other similar amounts received by the Company or deposited into any of the Accounts (including commitment fees, facility fees, late payment fees, amendment fees, waiver fees, prepayment fees and premiums, customary syndication or other up-front fees and customary administrative agency or similar fees); provided, however, that for the avoidance of doubt, Interest Proceeds deposited into shall not include amounts or Eligible Investments in the Interest Collection MV Cure Account or the applicable Permitted Non-USD Currency any proceeds therefrom. All Interest Collection Account Proceeds shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents dollar-denominated in the applicable Currency high-grade investments selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the next succeeding Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Event, the Administrative Agent)) and remitted to the Company to be applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or and Permitted RIC Tax Distributions permitted by Article VI, in accordance each case with this Agreementprior notice to the Administrative Agent.

Appears in 1 contract

Samples: Loan Agreement (Sierra Income Corp)

Interest Proceeds. The Company shall notify the obligor (or the relevant agent under the applicable underlying documents) with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds #90948295v3 received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Notwithstanding the foregoing, Interest Proceeds denominated in Permitted Non-USD Currencies shall be deposited into the applicable Non-USD Collection Account in the manner provided above. Interest Proceeds shall be retained in the Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"); provided that, prior to the date (if any) on which the Non-USD Custodial Account is established in accordance with this Agreement and the Security Trust Deed, Interest Proceeds received in any Permitted Non-USD Currency shall remain uninvested and shall be deposited into the applicable Non-USD Collection Account. Eligible Investments shall mature no later than the end of the then-current Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the or a Permitted Non-USD Currency Interest Collection Accounts Account shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Blackstone Secured Lending Fund)

Interest Proceeds. The Company shall (or shall cause the Permitted Subsidiary to) notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account (or, in the case of Subsidiary Assets, the applicable Pledged Account); provided that (i) Interest Proceeds denominated in a Permitted Non-USD Currency CAD shall be deposited into the applicable Permitted Non-USD Currency CAD Collection Account, (ii) Interest Proceeds denominated in EUR shall be deposited into the EUR Collection Account and (iii) Interest Proceeds denominated in GBP shall be deposited into the GBP Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted non-USD Currency Interest GBP Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, and held in cash and/or (other than and/or, in the case of any Permitted Non-USD Interest the Collection Account) , invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"). Interest Proceeds on deposit in ​ Company shall notify the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (at attached as a .pdf or similar file) of any prepayment pursuant to Section 4.03(c)(i)(A) or Section 4.03(c)(i)(C) not later than 2:00 p.m., New York City time, two (2) Business Days before the written direction date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of the Company (orAdvances to be prepaid. Promptly following receipt of any such notice, following the occurrence and during Administrative Agent shall advise the continuance Lenders of an Event of Default or following the occurrence of contents thereof. Except in connection with a Market Value EventCure or to cure a Default described in Article VII(n), the Administrative Agent)) each partial prepayment of outstanding Advances shall be in an amount not less than U.S.$2,000,000. Prepayments shall be accompanied by accrued and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.unpaid interest. ​

Appears in 1 contract

Samples: Loan Agreement (WhiteHorse Finance, Inc.)

Interest Proceeds. The Company shall notify the obligor (or the relevant agent under the applicable underlying documents) with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Notwithstanding the foregoing, Interest Proceeds denominated in Permitted Non-USD Currencies shall be deposited into the applicable Non-USD Collection Account in the manner provided above. Interest Proceeds shall be retained in the Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"); provided that, prior to the date (if any) on which the Non-USD Custodial Account is established in accordance with this Agreement and the Security Trust Deed, Interest Proceeds received in any Permitted Non-USD Currency shall remain uninvested and shall be deposited into the applicable Non-USD Collection Account. Eligible Investments shall mature no later than the end of the then-current Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the or a Permitted Non-USD Currency Interest Collection Accounts Account shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Blackstone / GSO Secured Lending Fund)

Interest Proceeds. The Company shall notify the obligor (or the relevant agent under the applicable Underlying Instruments) with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the USD Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the USD Interest Collection Account or the applicable Permitted nonNon-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the USD Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable, or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the USD Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable, all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio ManagerServicer. Interest Proceeds deposited into shall be retained in the USD Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable, and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager Servicer on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency with a rate of return that is not less than zero selected by the Portfolio Manager Servicer (unless an Event of Default has occurred and is continuing or a Market Value Event has occurredcontinuing, in which case, selected by the Administrative Agent) ("Eligible Investments"). Eligible Investments shall mature no later than the end of the then-current Calculation Period. In the absence of any such direction amounts held in such accounts will remain uninvested. Interest Proceeds on deposit in the USD Interest Collection Account and the each Permitted Non-USD Currency Interest Collection Accounts Account shall be withdrawn by the Collateral Agent (at the written direction of the Company or the Servicer on its behalf (or, following the occurrence and during the continuation of an Event of Default, the Administrative Agent)) and applied to make payments in accordance with this - 66 - Agreement or to make Permitted Distributions or Permitted RIC Distributions as permitted by this Agreement. The Servicer shall notify the Administrative Agent and the Collateral Agent if the Servicer reasonably determines in good faith that any amounts in the USD Interest Collection Account, the GBP Interest Collection Account, the CAD Interest Collection Account or the Euro Interest Collection Account, as applicable, have been deposited in error or do not otherwise constitute Interest Proceeds (which notice shall include a certificate of an officer of the Servicer setting forth the basis for such determination), whereupon such amounts on deposit in such account may be withdrawn by the Collateral Agent (at the direction of the Company and with written confirmation from the Administrative Agent (or, upon the occurrence and during the continuance of an Event of Default or following Default, at the occurrence direction of a Market Value Event, the Administrative Agent)) on the next succeeding Business Day and applied (i) remitted to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreementat the direction of the Company.

Appears in 1 contract

Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)

Interest Proceeds. The Company shall notify the obligor Portfolio Investment Obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account or the Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account all Interest Proceeds received by it promptly (and, in any case, within one (1) Business Day) upon receipt thereof in accordance with the written direction of the Portfolio Manager; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited deposit in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be converted to U.S. Dollars by the Collateral Agent at the Spot Rate designated by the Administrative Agent (and notified to the Collateral Agent) no later than two (2) Business Days prior to each Interest Payment Date, each Additional Distribution Date and the Maturity Date and deposited into the Interest Collection Account for application as described above at the written direction of the Company or the Portfolio Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Market Value Event, the Administrative Agent). Interest Proceeds shall be retained in the Interest Collection Account (or the applicable any Permitted Non-USD Currency Interest Collection Account Account, as applicable) and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency currency of such account selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the then-current Calculation Period. In the absence of any such written direction from the Company (or the Portfolio Manager on its behalf) or the Administrative Agent, as applicable, Interest Proceeds in the Interest Collection Account shall remain uninvested. Interest Proceeds in any Permitted Non-USD Currency Interest Collection Account shall remain uninvested. Interest Proceeds on deposit in the Interest Collection Account and the (or any Permitted Non-USD Currency Interest Collection Accounts Account, as applicable) shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Manulife Private Credit Fund)

Interest Proceeds. The Company shall notify the obligor (or the relevant agent under the applicable underlying documents) with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Notwithstanding the foregoing, Interest Proceeds denominated in Permitted Non-USD Currencies shall be deposited into the applicable Non-USD Collection Account in the manner provided above. Interest Proceeds shall be retained in the Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”); provided that, prior to the date (if any) on which the Non-USD Custodial Account is established in accordance with this Agreement and the Security Trust Deed, Interest Proceeds received in any Permitted Non-USD Currency shall remain uninvested and shall be deposited into the applicable Non-USD Collection Account. Eligible Investments shall mature no later than the end of the then-current Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the or a Permitted Non-USD Currency Interest Collection Accounts Account shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Blackstone Secured Lending Fund)

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments owned by it to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager. thereof; provided that Interest Proceeds denominated in Permitted Non-USD Currencies shall be deposited into the Euro Interest Collection Account, the GBP Interest Collection Account or a Permitted CAD Account, as applicable. All Interest Proceeds shall be retained in the USD Interest Collection Account, the Euro Interest Collection Account, the GBP Interest Collection Account or the applicable designated Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account CAD Account, as applicable, and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Investment Manager (unless or, if a Coverage Event has occurred or an Event of Default has occurred and is continuing or a Market Value Event has occurredcontinuing, in which case, selected by the Administrative Agent)) in Eligible Investments. Eligible Investments shall mature no later than the end of the next succeeding Calculation Period. Interest Proceeds on deposit in the USD Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall may be withdrawn by the Collateral Agent (at the written direction of the Company or the Investment Manager on its behalf (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Coverage Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions Distributions, in each case, in accordance with this AgreementAgreement and with two (2) Business Days prior notice to the Administrative Agent. Interest Proceeds on deposit in the Euro Interest Collection Account, the GBP Interest Collection Account or the designated Permitted CAD Account shall be exchanged for U.S. dollars at the Spot Rate one (1) Business Day after receipt of such Interest Proceeds and deposited into the USD Interest Collection Account for application as described above at the written direction of the Company or the Investment Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Coverage Event, the Administrative Agent). The Investment Manager shall notify the Administrative Agent and the Collateral Agent if the Investment Manager reasonably determines in good faith that any amounts in the USD Interest Collection Account, the Euro Interest Collection Account, the GBP Interest Collection Account or the Permitted CAD Account in which Interest Proceeds denominated in CAD are deposited have been deposited in error or do not otherwise constitute Interest Proceeds, whereupon such amounts on deposit in such Account or Permitted CAD Account may be withdrawn by the Collateral Agent -44- or Collateral Trustee, as applicable (at the direction of the Company or the Investment Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Coverage Event, the Administrative Agent)) on the next succeeding Business Day and remitted to or at the direction of the Company or the Investment Manager on its behalf.

Appears in 1 contract

Samples: Loan Agreement (Guggenheim Credit Income Fund)

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments owned by it to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager. thereof; provided that Interest Proceeds denominated in Permitted Non-USD Currencies shall be deposited into the Euro Interest Collection Account or the applicable Permitted Non-USD Currency GBP Interest Collection Account Account, as applicable. All Interest Proceeds shall be retained in the USD Interest Collection Account, the Euro Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD GBP Interest Collection Account) , as applicable, and invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Investment Manager (unless or, if a Coverage Event has occurred or an Event of Default has occurred and is continuing or a Market Value Event has occurredcontinuing, in which case, selected by the Administrative Agent)) in Eligible Investments. Eligible Investments shall mature no later than the end of the next succeeding Calculation Period. Interest Proceeds on deposit in the USD Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall may be withdrawn by the Collateral Agent (at the written direction of the Company or the Investment Manager on its behalf (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Coverage Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions Distributions, in each case, in accordance with this AgreementAgreement and with two (2) Business Days prior notice to the Administrative Agent. Interest Proceeds on deposit in the Euro Interest Collection Account or the GBP Interest Collection Account shall be converted to U.S. dollars at the Spot Rate one (1) Business Day after receipt of such Interest Proceeds and deposited into the USD Interest Collection Account for application as described above at the written direction of the Company or the Investment Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Coverage Event, the Administrative Agent). The Investment Manager shall notify the Administrative Agent and the Collateral Agent if the Investment Manager reasonably determines in good faith that any amounts in the USD Interest Collection Account, the Euro Interest Collection Account or the GBP Interest Collection Account have been deposited in error or do not otherwise constitute Interest Proceeds, whereupon such amounts on deposit in such Account may be withdrawn by the Collateral Agent or Collateral Trustee, as applicable (at the direction of the Company or the Investment Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Coverage Event, the Administrative Agent)) on the next succeeding Business Day and remitted to or at the direction of the Company or the Investment Manager on its behalf.

Appears in 1 contract

Samples: Loan Agreement (Carey Credit Income Fund - I)

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Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Collection Account or applicable Permitted Non-USD Currency Account. To the extent Interest Proceeds are received other than by deposit into the Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Collection Account all Interest Proceeds received by it immediately upon receipt thereof in accordance with the written direction of the Servicer; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited deposit in the Interest Collection Account or the applicable Permitted Non-USD Currency Accounts and not required for interest payments in the same currency in accordance with Section 4.03 on the immediately succeeding Interest Payment Date (or such later date, as reasonably determined by the Servicer) shall be converted to U.S. Dollars at the Spot Rate no later than two (2) Business Days prior to each Interest Payment Date, each Additional Distribution Date and the Maturity Date and deposited into the Collection Account for application as described above at the written direction of the Company or remitted to the Servicer on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Collateral Value Event, the Administrative Agent, and ). Interest Proceeds shall be retained in the Collateral Agent shall credit Collection Account (or cause to be credited) to the Interest Collection Account or the applicable any Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable) and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager Servicer on its behalf) delivered to the Collateral Agent in U.S. Dollar-denominated (or CAD-denominated, in the case of the Permitted CAD Account) Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager Servicer (unless an Event of Default has occurred and is continuing or a Market Collateral Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the then-current Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the (or any Permitted Non-USD Currency Interest Collection Accounts Account, as applicable) shall be withdrawn by the Collateral Agent (at the written direction of the Company or the Servicer on its behalf (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Collateral Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (SCP Private Credit Income BDC LLC)

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments owned by it to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager. thereof; provided that Interest Proceeds denominated in Permitted Non-USD Currencies shall be deposited into the Euro Interest Collection Account or the applicable Permitted Non-USD Currency GBP Interest Collection Account Account, as applicable. All Interest Proceeds shall be retained in the USD Interest Collection Account, the Euro Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD GBP Interest Collection Account) , as applicable, and invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Investment Manager (unless or, if a Coverage Event has occurred or an Event of Default has occurred and is continuing or a Market Value Event has occurredcontinuing, in which case, selected by the Administrative Agent)) in Eligible Investments. Eligible Investments shall mature no later than the end of the next succeeding Calculation Period. Interest Proceeds on deposit in the USD Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall may be withdrawn by the Collateral Agent (at the written direction of the Company or the Investment Manager on its behalf (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Coverage Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions Distributions, in each case, in accordance with this AgreementAgreement and with two (2) Business Days prior notice to the Administrative Agent. Interest Proceeds on deposit in the Euro Interest Collection Account or the GBP Interest Collection Account shall be converted to U.S. dollars at the Spot Rate one (1) Business Day after receipt of such Interest Proceeds and deposited into the USD Interest Collection Account for application as described above at the written direction of the Company or the Investment Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Coverage Event, the Administrative Agent). The Investment Manager shall notify the Administrative Agent and the Collateral Agent if the Investment Manager reasonably determines in good faith that any amounts in the USD Interest Collection Account, the Euro Interest Collection Account or the GBP Interest Collection Account have been deposited in error or do not otherwise constitute Interest Proceeds, whereupon such amounts on deposit in such Account may be withdrawn by the Collateral Agent or Collateral Trustee, as applicable (at the direction of the Company or the Investment Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Coverage Event, the Administrative Agent)) on the next succeeding Business Day and remitted to or at the direction of the Company or the Investment Manager on its behalf. Section 4.02.

Appears in 1 contract

Samples: Loan Agreement (Carey Credit Income Fund)

Interest Proceeds. The Company shall notify the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Collection Account all Interest Proceeds received by it immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited deposit in the Interest Collection Account or the applicable Permitted Non-USD Currency Accounts shall be converted to U.S. dollars at the Spot Rate no later than two (2) Business Days prior to each Interest Payment Date, each Additional Payment Date and the Maturity Date and deposited into the Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with for application as described above at the written direction of the Company or the Portfolio ManagerManager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Market Value Event, the Administrative Agent). Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in U.S. dollar denominated Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the then-current Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Tax Distributions in accordance with this Agreement. The Portfolio Manager shall notify the Administrative Agent and the Collateral Agent if the Portfolio Manager reasonably determines in good faith that any amounts in the Collection Account have been deposited in error or do not otherwise constitute Interest Proceeds, whereupon such amounts on deposit in the Collection Account may be withdrawn by the Collateral Agent (at the direction of the Company and with written confirmation from the Administrative Agent (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Market Value Event, the Administrative Agent)) on the next succeeding Business Day and remitted to or at the direction of the Company.

Appears in 1 contract

Samples: Loan and Security Agreement (Corporate Capital Trust, Inc.)

Interest Proceeds. The Company shall (or shall cause the Permitted Subsidiary to) notify the obligor with respect to each Portfolio Investment to remit all amounts that ​ ​ ​ constitute Interest Proceeds to the Interest Collection Account (or, in the case of Subsidiary Assets, the applicable Pledged Account); provided that (i) Interest Proceeds denominated in a Permitted Non-USD Currency CAD shall be deposited into the applicable Permitted Non-USD Currency CAD Collection Account, (ii) Interest Proceeds denominated in EUR shall be deposited into the EUR Collection Account and (iii) Interest Proceeds denominated in GBP shall be deposited into the GBP Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted non-USD Currency Interest GBP Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account or the applicable Permitted Non-USD Currency Interest GBP Collection Account Account, as applicable, and held in cash and/or (other than and/or, in the case of any Permitted Non-USD Interest the Collection Account) , invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the then-current Calculation Period. For the avoidance of doubt, (i) Interest Proceeds received in any Permitted Non-USD Currency shall remain uninvested and shall be deposited in the CAD Collection Account, the EUR Collection Account or the GBP Collection Account, as applicable, and (ii) amounts held in the CAD Collection Account, the EUR Collection Account and the GBP Collection Account shall remain uninvested. Not later than five Business Days following receipt, the Company shall cause the Permitted Subsidiary to distribute Interest Proceeds received by it to the Company as a dividend or equivalent equity distribution and deposit such Interest Proceeds into the Collection Account. ​ Interest Proceeds on deposit in the Interest Collection Account, the CAD Collection Account, the EUR Collection Account and or the Permitted Non-USD Currency Interest GBP Collection Accounts Account, as applicable, shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Tax Distributions in accordance with this AgreementAgreement with two (2) Business Days prior notice to the Administrative Agent.

Appears in 1 contract

Samples: Loan Agreement (WhiteHorse Finance, Inc.)

Interest Proceeds. The Company shall notify (or shall cause the Permitted Subsidiary to notify) the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated Account (or, in a Permitted Non-USD Currency shall be deposited into the case of Subsidiary Assets, the applicable Permitted Non-USD Currency Interest Collection Pledged Account). To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash Equivalents dollar-denominated in the applicable Currency high-grade investments selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"). Eligible Investments shall mature no later than the end of the then-current Calculation Period. Not later than five Business Days following receipt, the Company shall cause the Permitted Subsidiary to distribute Interest Proceeds received by it to the Company as a dividend or equivalent equity distribution and deposit such Interest Proceeds into the Collection Account. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Tax Distributions in accordance with this AgreementAgreement with two (2) Business Days prior notice to the Administrative Agent.

Appears in 1 contract

Samples: Loan Agreement (WhiteHorse Finance, Inc.)

Interest Proceeds. The Company shall notify (or shall cause the Permitted Subsidiary to notify) the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated Account (or, in a Permitted Non-USD Currency shall be deposited into the case of Subsidiary Assets, the applicable Permitted Non-USD Currency Interest Collection Pledged Account). To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in Cash dollar-denominated high-grade investmentsCash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). Eligible Investments shall mature no later than the end of the then-current Calculation Period. Not later than five Business Days following receipt, the Company shall cause the Permitted Subsidiary to distribute Interest Proceeds received by it to the Company as a dividend or equivalent equity distribution and deposit such Interest Proceeds into the Collection Account. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Tax Distributions in accordance with this AgreementAgreement with two (2) Business Days prior notice to the Administrative Agent.

Appears in 1 contract

Samples: Loan Agreement (WhiteHorse Finance, Inc.)

Interest Proceeds. The Company shall notify (or shall cause the Permitted Subsidiary to notify) the obligor with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated Account (or, in a Permitted Non-USD Currency shall be deposited into the case of Subsidiary Assets, the applicable Permitted Non-USD Currency Interest Collection Pledged Account). To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in dollar-denominated Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"). Eligible Investments shall mature no later than the end of the then-current Calculation Period. Not later than five Business Days following receipt, the Company shall cause the Permitted Subsidiary to distribute Interest Proceeds received by it to the Company as a dividend or equivalent equity distribution and deposit such Interest Proceeds into the Collection Account. Interest Proceeds on deposit in the Interest Collection Account and the Permitted Non-USD Currency Interest Collection Accounts shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following upon the occurrence and during the continuance of an Event of Default or following upon the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Tax Distributions in accordance with this AgreementAgreement with two (2) Business Days prior notice to the Administrative Agent.

Appears in 1 contract

Samples: Loan Agreement (WhiteHorse Finance, Inc.)

Interest Proceeds. The Company shall notify the obligor Portfolio Investment Obligor with respect to each Portfolio Investment (or the relevant agent under the applicable Underlying Definitive Documents) to remit all amounts that constitute Interest Proceeds to the Collection Account or the applicable Permitted Non- USD Currency Account. To the extent Interest Proceeds are received other than by deposit into the Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Collection Account all Interest Proceeds received by it immediately upon receipt thereof in accordance with the written direction of the Portfolio Manager; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited deposit in the Interest Collection Account or the applicable Permitted Non-USD Currency Accounts shall be converted to U.S. Dollars at the Spot Rate no later than two (2) Business Days prior to each Interest Payment Date, each Additional Distribution Date and the Maturity Date, as applicable, and deposited into the Collection Account for application as described above at the written direction of the Company or remitted the Portfolio Manager on its behalf (or, upon the occurrence and during the continuance of an Event of Default or upon the occurrence of a Market Value Event, the Administrative Agent). The Securities Intermediary shall have no liability for any losses including in or resulting from the rates obtained in any such exchange transaction in the absence of its own gross negligence or willful misconduct, as determined by a final nonappealable judgment of a court of competent jurisdiction. For the avoidance of doubt, the Securities Intermediary, in connection with any foreign exchange, shall be entitled to all of its rights, protections, immunities and indemnities provided under this Agreement. Interest Proceeds shall be retained in the Collateral Agent, and the Collateral Agent shall credit Collection Account (or cause to be credited) to the Interest Collection Account or the applicable any Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Interest Proceeds deposited into the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account Account, as applicable) and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in cash or Cash Equivalents denominated in the applicable Currency currency of such account selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) (“Eligible Investments”). In the absence of any such written direction from the Company (or the Portfolio Manager on its behalf) or the Administrative Agent, as applicable, in accordance with this paragraph, Interest Proceeds shall remain uninvested. Interest Proceeds on deposit in the Interest Collection Account and the (or any Permitted Non-USD Currency Interest Collection Accounts Account, as applicable) shall be withdrawn by the Collateral Agent (at the written direction of the Company or the Portfolio Manager on its behalf (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with the Priority of Payments or as otherwise permitted under this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Kayne Anderson BDC, Inc.)

Interest Proceeds. The Company shall notify the obligor (or the relevant agent under the applicable underlying documents) with respect to each Portfolio Investment to remit all amounts that constitute Interest Proceeds to the Interest Collection Account; provided that Interest Proceeds denominated in a Permitted Non-USD Currency shall be deposited into the applicable Permitted Non-USD Currency Interest Collection Account. To the extent Interest Proceeds are received other than by deposit into the Interest Collection Account or the applicable Permitted non-USD Currency Interest Collection Account, the Company shall cause all Interest Proceeds on the Portfolio Investments to be deposited in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account or remitted to the Collateral Agent, and the Collateral Agent shall credit (or cause to be credited) to the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account all Interest Proceeds received by it promptly upon receipt thereof in accordance with the written direction of the Portfolio Manager. Notwithstanding the foregoing, Interest Proceeds denominated in Permitted Non-USD Currencies shall be deposited into the applicable Non-USD Collection Account in the manner provided above. Interest Proceeds shall be retained in the Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account shall be retained in the Interest Collection Account or the applicable Permitted Non-USD Currency Interest Collection Account and held in cash and/or (other than in the case of any Permitted Non-USD Interest Collection Account) invested (and reinvested) at the written direction of the Company (or the Portfolio Manager on its behalf) delivered to the Collateral Agent in dollar-denominated Cash Equivalents denominated in the applicable Currency selected by the Portfolio Manager (unless an Event of Default has occurred and is continuing or a Market Value Event has occurred, in which case, selected by the Administrative Agent) ("Eligible Investments"); provided that, prior to the date (if any) on which the Non-USD Custodial Account is established in accordance with this Agreement and the Security Trust Deed, Interest Proceeds received in any Permitted Non-USD Currency shall remain uninvested and shall be deposited into the applicable Non-USD Collection Account. Eligible Investments shall mature no later than the end of the then-current Calculation Period. Interest Proceeds on deposit in the Interest Collection Account and the or a Permitted Non-USD Currency Interest Collection Accounts Account shall be withdrawn by the Collateral Agent (at the written direction of the Company (or, following the occurrence and during the continuance of an Event of Default or following the occurrence of a Market Value Event, the Administrative Agent)) and applied (i) to make payments in accordance with this Agreement or (ii) to make Permitted Distributions or Permitted RIC Distributions in accordance with this Agreement.

Appears in 1 contract

Samples: Loan and Security Agreement (Blackstone / GSO Secured Lending Fund)

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