Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 21 contracts
Samples: Senior Secured Revolving Credit Agreement (Halcon Resources Corp), Guarantee and Collateral Agreement (Halcon Resources Corp), Guarantee and Collateral Agreement (Kodiak Oil & Gas Corp)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 9.1 and Section 9.029.2, any Grantor should receive any funds, payments, claims or distributions which is are prohibited by such Sections, then it agrees: agrees (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 9 contracts
Samples: Credit Agreement (LendingTree, Inc.), Guaranty and Security Agreement (Landmark Infrastructure Partners LP), Guaranty and Security Agreement
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.01 and Section 9.028.02, any Grantor should receive any fundsfund, paymentspayment, claims claim or distributions distribution which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, received and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 4 contracts
Samples: Assumption Agreement (ABC Funding, Inc), Guaranty and Collateral Agreement (ABC Funding, Inc), Guaranty and Collateral Agreement (Petro Resources Corp)
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 3 contracts
Samples: Guarantee and Collateral Agreement (Petrohawk Energy Corp), Guarantee and Collateral Agreement (Petrohawk Energy Corp), Credit Agreement (Energy Partners LTD)
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Collateral Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Collateral Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Collateral Agent.
Appears in 3 contracts
Samples: Collateral Agreement (Jones Energy, Inc.), Collateral Agreement (Dune Energy Inc), Purchase Agreement (Goodrich Petroleum Corp)
Payments Held in Trust. In the event that notwithstanding Section 9.01 14.1 and Section 9.0214.2, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Collateral Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Collateral Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Collateral Agent.
Appears in 3 contracts
Samples: Warrant Agreement (Ultra Petroleum Corp), Guaranty and Collateral Agreement (Ultra Petroleum Corp), Second Lien Guaranty and Collateral Agreement (Ultra Petroleum Corp)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.01 and Section 9.028.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, received and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 2 contracts
Samples: Guaranty and Collateral Agreement (Rex Energy Corp), Guaranty and Collateral Agreement (Rex Energy Corp)
Payments Held in Trust. In the event that notwithstanding Section 9.01 7.01 and Section 9.027.02, any Grantor should receive any funds, payments, claims or distributions which is are prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 2 contracts
Samples: Collateral Agreement (Exterran Holdings Inc.), Collateral Agreement (Exterran Partners, L.P.)
Payments Held in Trust. In the event that notwithstanding Section 9.01 8.01 and Section 9.028.02, any Grantor should receive any funds, payments, claims or distributions which is that are prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 2 contracts
Samples: Security Agreement (Warren Resources Inc), Security Agreement (Warren Resources Inc)
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Montage Resources Corp), Credit Agreement (Eclipse Resources Corp)
Payments Held in Trust. In the event that notwithstanding Section 9.01 7.01 and Section 9.027.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties Creditors an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured PartiesCreditors; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 2 contracts
Samples: Collateral Agreement (Universal Compression Holdings Inc), Collateral Agreement (Universal Compression Partners, L.P.)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.1 and Section 9.028.2, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, received and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Blueknight Energy Partners, L.P.), Credit Agreement (Riviera Resources, Inc.)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.1 and Section 9.028.2, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties Persons an amount equal to the amount of all funds, payments, claims or distributions so received, received and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured PartiesPersons; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 2 contracts
Samples: Credit Agreement (Earthstone Energy Inc), Guarantee and Collateral Agreement (AMERICAN EAGLE ENERGY Corp)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.18.1 and Section 9.028.18.2, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (ai) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, received and (bii) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Tesoro Corp /New/)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 9.1 and Section 9.029.2, any Grantor should receive any funds, payments, claims or distributions which is are prohibited by such Sections, then it agrees: agrees (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions di stributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Dakota Plains Holdings, Inc.)
Payments Held in Trust. In the event that notwithstanding Section 9.01 7.01 and Section 9.027.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the US Administrative Agent and the other Secured Parties Creditors an amount equal to the amount of all funds, payments, claims or distributions so received, received and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the US Administrative Agent, for the benefit of the Secured PartiesCreditors; and each Grantor covenants promptly to pay the same to the US Administrative Agent.
Appears in 1 contract
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, any the Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each the Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Jones Energy, Inc.)
Payments Held in Trust. In the event that notwithstanding Section 9.01 8.01 and Section 9.02, 8.02 any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties Lenders an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured PartiesAdministrative Agent and the Lenders; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is that are prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Note Purchase Agreement (Energy & Exploration Partners, Inc.)
Payments Held in Trust. In the event that notwithstanding Section 9.01 10.01 and Section 9.0210.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, should any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is are prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Option Agreement And
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 9.1 and Section 9.029.2, any Grantor should receive any funds, payments, claims or distributions which is are prohibited by such Sections, then it agrees: agrees (a) to hold in trust for the Administrative Security Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Security Agent, for the ratable benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Security Agent.
Appears in 1 contract
Samples: Seller Guaranty and Security Agreement (Dakota Plains Holdings, Inc.)
Payments Held in Trust. In the event that If, notwithstanding Section 9.01 9.1 and Section 9.029.2, any Grantor should receive any funds, payments, claims or distributions which is are prohibited by such Sections, then it agrees: agrees (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Tessco Technologies Inc)
Payments Held in Trust. In the event that notwithstanding Section 9.01 8.01 and Section 9.028.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Collateral Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Collateral Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Collateral Agent.
Appears in 1 contract
Payments Held in Trust. In the event that notwithstanding Section 9.01 7.01 and Section 9.027.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the US Administrative Agent and the other Secured Parties Creditors an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the US Administrative Agent, for the benefit of the Secured PartiesCreditors; and each Grantor covenants promptly to pay the same to the US Administrative Agent.
Appears in 1 contract
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.01 and Section 9.028.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees, subject to the Intercreditor Agreement: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, received and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Guaranty and Second Lien Collateral Agreement (Rex Energy Corp)
Payments Held in Trust. In Subject to any Intercreditor Agreement, in the event that notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is that are prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.02, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Westway Group, Inc.)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.01 and Section 9.028.02, any Grantor should receive any fundsfund, paymentspayment, claims claim or distributions distribution which is prohibited by such Sections, then it agrees: (axxxiv) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, received and (bxxxv) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Guaranty and Collateral Agreement (Northern Oil & Gas, Inc.)
Payments Held in Trust. In the event that that, notwithstanding Section 9.01 8.1 and Section 9.028.2, any Grantor should receive any funds, payments, claims or distributions which is are prohibited by such Sections, then it agrees: agrees (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Security Agreement (Health Management Associates Inc)
Payments Held in Trust. In the event that notwithstanding Section 9.01 and Section 9.029.01, any Grantor should receive any funds, payments, claims or distributions which is prohibited by such Sections, then it agrees: (a) to hold in trust for the Administrative Agent and the other Secured Parties an amount equal to the amount of all funds, payments, claims or distributions so received, and (b) that it shall have absolutely no dominion over the amount of such funds, payments, claims or distributions except to pay them promptly to the Administrative Agent, for the benefit of the Secured Parties; and each Grantor covenants promptly to pay the same to the Administrative Agent.
Appears in 1 contract
Samples: Guarantee and Collateral Agreement (Dune Energy Inc)
