Common use of Applications of Proceeds Clause in Contracts

Applications of Proceeds. The proceeds of any such sale, lease, license ------------------------- or other disposition of the Collateral hereunder shall be applied (i) first, to the expenses of retaking, holding, storing, processing and preparing for sale, selling, and the like (including, without limitation, any taxes, fees and other costs incurred in connection therewith) of the Collateral, (ii) to the reasonable attorneys' fees and expenses incurred by the Agent and/or Secured Parties in enforcing its rights hereunder and in connection with collecting, storing and disposing of the Collateral, (iii) to satisfaction of the Obligations, and (iv) to the payment of any other amounts required by applicable law, after which the Secured Parties shall pay to the Debtors any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Secured Parties are legally entitled, the Debtors will be liable for the deficiency, together with interest thereon, at the rate of 12% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATE"), and the reasonable fees of any attorneys employed by the Agent and/or Secured Parties to collect such deficiency. To the extent permitted by applicable law, each Debtor waives all claims, damages and demands against the Secured Parties arising out of the repossession, removal, retention or sale of the Collateral, unless due to the gross negligence or willful misconduct of the Agent and/or Secured Parties.

Applications of Proceeds. The (a) Subject only to the Bxxxxxxxx Interest and Additional Lenders’ Interests, the proceeds of any such sale, lease, license ------------------------- lease or other disposition of the Collateral hereunder shall be applied (i) first, to the expenses of retaking, holding, storing, processing and preparing for sale, selling, and the like (including, without limitation, any taxes, fees and other costs incurred in connection therewith) of the Collateral, (ii) to the reasonable attorneys' fees and expenses incurred by the Agent and/or Secured Parties in enforcing its rights hereunder and in connection with collecting, storing and disposing of the Collateral, (iii) and then to satisfaction of the Obligations, and (iv) to the payment of any other amounts required by applicable law, after which the Secured Parties shall pay to the Debtors Obligor any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Secured Parties are legally entitled, the Debtors Obligor will be liable for the deficiency, together with interest thereon, at the rate of 1218% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATE"“Default Rate”), and the reasonable fees of any attorneys employed by the Agent and/or Secured Parties to collect such deficiency. To the extent permitted by applicable law, each Debtor the Obligor waives all claims, damages and demands against the Secured Parties arising out of the repossession, removal, retention or sale of the Collateral, unless due to the gross negligence or willful misconduct of the Agent and/or Secured Parties.

Applications of Proceeds. The proceeds of any such sale, lease, license ------------------------- lease or other disposition of the Collateral hereunder or from payments made on account of any insurance policy insuring any portion of the Collateral shall be applied (i) first, to the reasonable and actually incurred expenses of retaking, holding, storing, processing and preparing for sale, selling, and the like (including, without limitation, any taxes, fees and other costs reasonably incurred in connection therewith) of the Collateral, (ii) to the reasonable attorneys' ’ fees and expenses incurred by the Agent and/or Secured Parties Party in enforcing its the Secured Party’s rights hereunder and in connection with collecting, storing and disposing of the Collateral, (iii) and then to satisfaction of the Obligations, and (iv) to the payment of any other amounts required by applicable law, after which the Secured Parties Party shall pay to the Debtors applicable Debtor any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Secured Parties are Party is legally entitled, the Debtors will be liable for the deficiency, together with interest thereon, at the rate of 1220% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATE"“Default Rate”), and the reasonable fees of any attorneys employed by the Agent and/or Secured Parties Party to collect such deficiency. To the extent permitted by applicable law, each Debtor waives all claims, damages and demands against the Secured Parties Party arising out of the repossession, removal, retention or sale of the Collateral, unless due solely to the gross negligence or willful misconduct of the Agent and/or Secured PartiesParty as determined by a final judgment (not subject to further appeal) of a court of competent jurisdiction.

Applications of Proceeds. The proceeds of any such sale, lease, license ------------------------- lease or other disposition of the Collateral hereunder or from payments made on account of any insurance policy insuring any portion of the Collateral shall be applied (i) first, to the expenses expenses, costs and due compensation of retaking, holding, storing, processing and preparing for sale, selling, and the like Agent in connection with the Agent’s performance hereunder in connection with the transactions contemplated hereunder (including, without limitation, any taxes, fees and other costs incurred in connection therewith) of the Collateral, (ii) to the therewith and any reasonable attorneys' ’ fees and expenses incurred by the Agent and/or Secured Parties in enforcing its rights hereunder Agent), and in connection with collecting, storing and disposing of the Collateral, (iii) then to satisfaction of the ObligationsObligations pro rata among the Secured Parties (based on then-outstanding principal amounts of Debentures at the time of any such determination), and (iv) then to the payment of any other amounts required by applicable law, after which the Secured Parties shall pay to the Debtors Company any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Agent and the Secured Parties are legally entitled, the Debtors Company will be liable for the deficiency, together with interest thereon, at the rate of 1218% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATE"“Default Rate”), and the reasonable fees of any attorneys employed by the Agent and/or or the Secured Parties to collect such deficiency. To the extent permitted by applicable law, each Debtor the Company waives all claims, damages and demands against the Secured Parties and the Agent arising out of the repossession, removal, retention or sale of the Collateral, unless due solely to the gross negligence or willful misconduct of the Agent and/or Secured PartiesParties as determined by a final judgment (not subject to further appeal) of a court of competent jurisdiction.

Applications of Proceeds. The proceeds of any such sale, lease, license ------------------------- or other disposition of the Collateral hereunder shall be applied provided that any apportionment and application under this Section 7 shall be subject to any apportionment among the First Investors of the proceeds of the IES Collateral under the First Investors' Security Agreements (i) first, to the expenses of retaking, holding, storing, processing and preparing for sale, selling, and the like (including, without limitation, any taxes, fees and other costs incurred in connection therewith) of the Collateral, (ii) to the reasonable attorneys' fees and expenses incurred by the Agent and/or Secured Parties in enforcing its rights hereunder and in connection with collecting, storing and disposing of the Collateral, (iii) to satisfaction of the Obligations, and (iv) to the payment of any other amounts required by applicable law, after which the Secured Parties shall pay to the Debtors any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Secured Parties are legally entitled, the Debtors will be liable for the deficiency, together with interest thereon, at the rate of 12% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATEDefault Rate"), and the reasonable fees of any attorneys employed by the Agent and/or Secured Parties to collect such deficiency. To the extent permitted by applicable law, each Debtor waives all claims, damages and demands against the Secured Parties arising out of the repossession, removal, retention or sale of the Collateral, unless due to the gross negligence or willful misconduct of the Agent and/or Secured Parties.

Applications of Proceeds. The proceeds of any such sale, lease, license ------------------------- lease or other disposition of the Collateral hereunder shall be applied (i) first, to the expenses of retaking, holding, storing, processing and preparing for sale, selling, and the like (including, without limitation, any taxes, fees and other costs incurred in connection therewith) of the Collateral, (ii) to the reasonable attorneys' ’ fees and expenses incurred by the Agent and/or Secured Parties in enforcing its rights hereunder and in connection with collecting, storing and disposing of the Collateral, (iii) and then to satisfaction of the ObligationsObligations to the Secured Parties based on the then outstanding principal amount of the Debentures, and (iv) to the payment of any other amounts required by applicable law, after which the Secured Parties shall pay to the Debtors Pledgor any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Secured Parties are legally entitled, the Debtors Debtor will be liable for the deficiency, together with interest thereon, at the rate of 1218% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATE"“Default Rate”), and the reasonable fees of any attorneys employed by the Agent and/or Secured Parties to collect such deficiency. To the extent permitted by applicable law, each Debtor the Pledgor waives all claims, damages and demands against the Secured Parties arising out of the repossession, removal, retention or sale of the Collateral, unless due to the gross negligence or willful misconduct of the Agent and/or Secured Parties.

Applications of Proceeds. The proceeds of any such sale, lease, license ------------------------- lease or other disposition of the Collateral hereunder shall be applied (i) first, to the expenses of retaking, holding, storing, processing and preparing for sale, selling, and the like (including, without limitation, any taxes, fees and other costs incurred in connection therewith) of the Collateral, (ii) to the reasonable attorneys' ’ fees and expenses incurred by the Agent and/or Secured Parties in enforcing its rights hereunder and in connection with collecting, storing and disposing of the Collateral, (iii) and then to satisfaction of the ObligationsObligations to the Secured Parties based on the then outstanding principal amount of the Debentures, and (iv) to the payment of any other amounts required by applicable law, after which the Secured Parties shall pay to the Debtors applicable Debtor any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Secured Parties are legally entitled, the Debtors will be liable for the deficiency, together with interest thereon, at the rate of 1218% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATE"“Default Rate”), and the reasonable fees of any attorneys employed by the Agent and/or Secured Parties to collect such deficiency. To the extent permitted by applicable law, each Debtor waives the Debtors waive all claims, damages and demands against the Secured Parties arising out of the repossession, removal, retention or sale of the Collateral, unless due to the gross negligence or willful misconduct of the Agent and/or Secured Parties.

Applications of Proceeds. The Subject to the provisions of Section 4.3(c), the proceeds of any such sale, lease, license ------------------------- lease or other disposition of the Collateral hereunder shall be applied (i) first, to the expenses of retaking, holding, storing, processing and preparing for sale, selling, and the like (including, without limitation, any taxes, fees and other costs incurred in connection therewith) of the Collateral, (ii) to the reasonable attorneys' ’ fees and expenses incurred by the Agent and/or Secured Parties Party in enforcing its their rights hereunder and in connection with collecting, storing and disposing of the Collateral, (iii) and then to satisfaction of the Obligations, and (iv) to the payment of any other amounts required by applicable law, after which the Secured Parties Party shall pay to the Debtors Company any surplus proceeds. If, upon the sale, license or other disposition of the Collateral, the proceeds thereof are insufficient to pay all amounts to which the Secured Parties are Party is legally entitled, the Debtors Parent and Company will be jointly and severally liable for the deficiency, together with interest thereon, at an interest rate equal to the lower of eighteen percent (18%) and the maximum rate of 12% per annum or the lesser amount permitted by applicable law (the "DEFAULT RATE"“Default Rate”), and the reasonable fees of any attorneys employed by the Agent and/or Secured Parties Party to collect such deficiency. To the extent permitted by applicable law, each Debtor waives the Company and Parent waive all claims, damages and demands against the Secured Parties Party arising out of the repossession, removal, retention or sale of the Collateral, unless due solely to the gross negligence or willful misconduct of the Agent and/or Secured Parties.Party as determined by a final judgment (not subject to further appeal) of a court of competent jurisdiction. Amended and Restated Security Agreement Exhibit 10