Post-Default Payment means any payments, or proceeds of the Collateral, from the Borrower or any other source with respect to the Obligations, including without limitation from the exercise of any set-off, distributions received with respect to the Obligations in any Bankruptcy Proceeding or the proceeds from the sale of any Obligations to the Borrower or any Affiliate of the Borrower, which payments or proceeds are:
Each Lender agrees that any Post-Default Payment held by it shall be held in trust for the benefit of the Lenders.
No payment returned to a Lender for which such Lender has been obligated to make a deposit into the Special Collateral Account shall thereafter ever be characterized as a Post-Default Payment by reason of such cured or waived Default or Event of Default.
No amount held in the Special Collateral Account representing payment of any Obligations to the Lender initially entitled thereto, and no payments thereafter received by a Lender shall constitute a Post-Default Payment by reason of such cured or waived Default or Event of Default.
Notwithstanding the foregoing, no Lender shall be required to deliver to the Designated Lender any Post-Default Payment received prior to the occurrence of an event described in Section 3.3(c) or deposit any such Post-Default Payment into the Special Collateral Account until the time an event described in Section 3.3(c) occurs.
Nothing in this Agreement is intended to or shall limit any Lender's right to receive and retain regularly scheduled payments of principal and interest, when due, on any Obligation so long as such payment does not otherwise constitute a Post-Default Payment.