Common use of Sharing of Recoveries Clause in Contracts

Sharing of Recoveries. If (a) a Notice of Actionable Default shall have been delivered to the Collateral Agent, and (b) any Creditor shall have received thereafter any payment on its Obligations out of the proceeds of any Collateral (any such payment being hereinafter referred to as a "Recovery"), including such a payment by reason of a setoff against deposit balances of the Company, and (c) as a result thereof such Creditor shall receive an amount which exceeds the amount to which such Creditor would have been entitled to receive under Section 4.3 hereof had such Recovery represented the proceeds of the sale of such Collateral or collection action (the amount of such excess being herein referred to as the "Excess Amount"), then such Creditor shall pay to the Collateral Agent the Excess Amount of such Recovery, and the Collateral Agent shall pay such Excess Amount to each other Creditor to the extent (if any) such payee would have been entitled thereto if Section 4.3 had governed the application of such Recovery and, pending such payment, to the Collateral Agent, shall hold such amount in trust for the other Creditors.

Sharing of Recoveries. If (a) a Notice of Actionable Default shall have been delivered to the Collateral Agent, and (b) any Creditor shall have received thereafter receive any payment Specified Payment or any other voluntary or involuntary payment, distribution, collection or recovery on its any Creditor's Obligations out of the proceeds of any Collateral other than payments thereon received pursuant to Section 4.3 hereof (any such non-excluded payment being hereinafter referred to as a "Recovery"), including such a payment by reason of a setoff against deposit balances of any of the CompanyCredit Parties, by exercise of other set-off rights, or by virtue of any casualty insurance, title insurance or any other recovery with respect to any Collateral (but excluding proceeds of environmental insurance and credit derivatives or similar instruments purchased directly by, and (c) entered into by, such Creditor and not expressly subject to the terms of this Agreement), and as a result thereof such Creditor shall receive an amount which exceeds the amount to which such Creditor would have been entitled to receive under Section 4.3 hereof had such Recovery represented the proceeds of the sale of such Collateral or collection action (the amount of such excess being herein referred to as the "Excess Amount"), then such Creditor shall pay to the Collateral Agent the Excess Amount of such Recovery, and the Collateral Agent shall pay such Excess Amount to each other Creditor to the extent (if any) such payee would have been entitled thereto if Section 4.3 had governed the application of such Recovery and, pending such payment, to the Collateral Agent, which shall hold such amount in trust for the other Creditors.

Sharing of Recoveries. If (a) any Creditor shall receive any Specified Payment or following the delivery of a Notice of Actionable Default shall have been delivered and during the continuation of the Actionable Default to the Collateral Agentwhich such notice relates, and (b) any Creditor shall have received thereafter any payment on its any Creditor’s Obligations out of the proceeds of any Collateral other than payments thereon received pursuant to Section 4.3 hereof (any such non-excluded payment being hereinafter referred to as a "“Recovery"”), including such a payment by reason of a setoff against deposit balances of any of the CompanyCredit Parties to the extent of proceeds of Collateral, and (c) as a result thereof such Creditor shall receive an amount which exceeds the amount to which such Creditor would have been entitled to receive under Section 4.3 hereof had such Recovery represented the proceeds of the sale of such Collateral or collection action (the amount of such excess being herein referred to as the "“Excess Amount"”), then such Creditor shall pay to the Collateral Agent Secured Party, the Excess Amount of such Recovery, and the Collateral Agent shall pay such Excess Amount to each other Creditor to the extent (if any) such payee would have been entitled thereto if Section 4.3 had governed the application of such Recovery and, pending such payment, to the Collateral AgentSecured Party, who shall hold such amount in trust for the other Creditors.