Common use of Account Agreements Clause in Contracts

Account Agreements. Prior to the date of the initial Loan, each Borrower and the Master Account Bank and such other Persons as are designated by Lender shall enter into a Bank Agency Agreement (herein, as it may be amended, restated, supplemented or otherwise modified from time to time, called the "Bank Agency Agreement"). Furthermore, each Borrower maintaining a Depositary Account with any bank other than the Agent Bank shall enter into a Depositary Account Agreement with the relevant Depository Bank and the Lender (each, as the same may be amended, restated, supplemented or otherwise modified from time to time, called a "Depositary Account Agreement"). Pursuant to the Collateral Documents, including the Bank Agency Agreement and the Depositary Account Agreements, each Borrower shall grant to Lender a continuing first priority lien upon, and security interest in, the Master Account, the Agent Bank Accounts, the other Depositary Accounts and the Operating Account, respectively, in each case as described below (collectively, with respective to each Borrower, such Borrower's "Accounts"), all funds, items, instruments, investments, securities and other things of value at any time paid, deposited, credited to or held in the Lockbox or Accounts (whether for collection, provisionally or otherwise), and all other Property of such Borrower from time to time in the possession or under the control of, or in transit to, any Lender Party, any Depository Bank or any agent, bailee or custodian therefor, and all proceeds of all of the foregoing. The Bank Agency Agreement and the Depositary Account Agreements shall each specify that throughout the term of this Agreement, the Master Account Bank and each Depository Bank (i) shall be pledgee-in-possession (for the benefit of Lender) of the Accounts of each Borrower described therein, all Cash Instruments of each Borrower held by such Person, and all such funds, items, instruments, investments, securities, other things of value, Property and proceeds, (ii) shall take such action as shall be specified in written notice from Lender to enable Lender to exercise its rights with respect to such lien and security interest, (iii) shall be entitled to exercise all and any rights which any Lender Party may have under this Agreement and the Related Documents or applicable law with respect to the Accounts of each Borrower described therein and such other Property and (iv) shall provide Lender with copies of all statements relating to the Accounts of the applicable Borrower provided by such Person to such Borrower. Notwithstanding any provision of this Section 6.1, Lender shall have no obligation to reconcile or verify, at any time or for any purpose, any balance in any Account of any Borrower or any other account maintained by Master Account Bank, as agent for Lender, or any Depository Bank.

Account Agreements. Prior to the date of the initial Loan, each Borrower and the Master Account Borrower, its Subsidiaries, Agent Bank and such other Persons as are designated by Lender Collateral Agent shall enter into a Bank Agency Agreement (herein, as it the same may be amended, restated, modified or supplemented or otherwise modified from time to time, called the "Bank Agency Agreement"). Furthermore, each Borrower maintaining a Depositary Account with any bank other than the Agent Bank shall enter into a Depositary Account Agreement with the relevant Depository Bank and the Lender (each, as the same may be amended, restated, supplemented or otherwise modified from time to time, called a "Depositary Account Agreement"). Pursuant to the Collateral Documents, including the Bank Agency Agreement Agreement, Borrower and the Depositary Account Agreements, each Borrower its Subsidiaries shall grant to Lender Collateral Agent a continuing first priority lien upon, and security interest in, the Master Account, the Agent Bank Accounts, the other Depositary Accounts Account and the Operating Account, respectively, in each case as described below (collectively, with respective to each Borrower, such Borrower's the "Accounts"), all funds, items, instruments, investments, securities and other things of value at any time paid, deposited, credited to or held in the Lockbox or the Accounts (whether for collection, provisionally or otherwise), and all other Property of such Borrower and its Subsidiaries from time to time in the possession or under the control of, or in transit to, to any Lender Party, any Depository Bank Party or any agent, bailee or custodian therefor, and all proceeds of all of the foregoing. The Bank Agency Agreement and the Depositary Account Agreements shall each specify that throughout the term of this Agreement, Agent Bank, to the Master Account extent any such Person is a party to the Bank and each Depository Bank Agency Agreement, (i) shall be pledgee-in-in- possession (for the benefit of LenderCollateral Agent) of the Accounts of each Borrower described therein, all Cash Instruments of each Borrower and its Subsidiaries held by such PersonAgent Bank, and all such funds, items, instruments, investments, securities, other things of value, Property and proceeds, (ii) shall take such action as shall be specified in written notice from Lender Collateral Agent to enable Lender Collateral Agent or Lenders to exercise its their rights with respect to such lien and security interest, (iii) shall be entitled to exercise all and any rights which any Lender Party may have under this Agreement and the Related Documents or applicable law with respect to the Accounts of each Borrower described therein and such other Property and (iv) shall provide Lender Collateral Agent with copies of all statements relating to the Accounts of the applicable Borrower provided by such Person Agent Bank to such Borrower. Notwithstanding any provision of this Section 6.1, Lender Collateral Agent shall have no obligation to reconcile or verify, at any time or for any purpose, any balance in any Account of any Borrower or any other account maintained by Master Account Bank, Agent Bank as agent for Lender, or any Depository BankCollateral Agent.

Account Agreements. Prior to the date of the initial Loan, each Borrower and the Borrower, Master Account Bank and such other Persons as are designated by Lender Agent shall enter into a Bank Agency Agreement (herein, as it the same may be amended, restated, modified or supplemented or otherwise modified from time to time, called the "Bank Agency Agreement"). Furthermore, each Borrower maintaining a Depositary Account with any bank other than the Agent Bank shall enter into a Depositary Account Agreement with the relevant Depository Bank and the Lender (each, as the same may be amended, restated, supplemented or otherwise modified from time to time, called a "Depositary Account AgreementBANK AGENCY AGREEMENT"). Pursuant to the Collateral Documents, including the Bank Agency Agreement and the Depositary Account AgreementsAgreement, each Borrower shall grant to Lender Agent a continuing first priority lien upon, and security interest in, the Master Account, the Agent Bank Accounts, the other Depositary Accounts Account and the Operating Account, respectively, in each case as described below (collectively, with respective the Master Account and the Operating Account are collectively referred to each Borrower, such Borrower's herein as the "AccountsBANK ACCOUNTS"), all funds, items, instruments, investments, securities and other things of value at any time paid, deposited, credited or held to or held in the Lockbox or the Bank Accounts (whether for collection, provisionally or otherwise), and all other Property of such Borrower from time to time in the possession or under the control of, or in transit to, any Lender PartyAgent, any Depository Lender, Master Account Bank or any agent, bailee or custodian therefor, and all proceeds of all of the foregoing. The Bank Agency Agreement and the Depositary Account Agreements shall each specify that throughout the term of this Agreement, the Master Account Bank, to the extent any such Person is a party to the Bank and each Depository Bank Agency Agreement, (i) shall be pledgee-in-possession (for the benefit of Lenderthe Lenders) of the Bank Accounts of each Borrower described therein, all Cash Instruments of each Borrower held by such PersonMaster Account Bank, and all such funds, items, instruments, investments, securities, other things of value, Property and proceeds, (ii) shall take such action as shall be specified in written notice from Lender Agent to enable Lender Agent to exercise its rights with respect to such lien and security interest, (iii) shall be entitled to exercise all and any rights which Agent or any Lender Party may have under this Agreement and the Related Documents or applicable law with respect to the Bank Accounts of each Borrower described therein and such other Property and (iv) shall provide Lender Agent with copies of all statements relating to the Bank Accounts of the applicable Borrower provided by such Person Master Account Bank to such Borrower. Notwithstanding any provision of this Section 6.1, Lender Agent and the Lenders shall have no obligation to reconcile or verify, at any time or for any purpose, any balance in any Account of any Borrower or any other account maintained by Master Account Bank, Bank as agent for Lender, or any Depository BankAgent and the Lenders.

Account Agreements. Prior to the date of the initial Loan, each Borrower and the Borrower, Master Account Bank and such other Persons as are designated by Lender Agent shall enter into a Bank Agency Agreement (herein, as it the same may be amended, restated, modified or supplemented or otherwise modified from time to time, called the "Bank Agency Agreement"). Furthermore, each Borrower maintaining a Depositary Account with any bank other than the Agent Bank shall enter into a Depositary Account Agreement with the relevant Depository Bank and the Lender (each, as the same may be amended, restated, supplemented or otherwise modified from time to time, called a "Depositary Account AgreementBANK AGENCY AGREEMENT"). Pursuant to the Collateral Documents, including the Bank Agency Agreement and the Depositary Account AgreementsAgreement, each Borrower shall grant to Lender Agent a continuing first priority lien upon, and security interest in, the Master Account, the Agent Bank Accounts, the other Depositary Accounts Account and the Operating AccountAccounts, respectively, in each case as described below (collectively, with respective to each Borrower, such Borrower's the "AccountsBANK ACCOUNTS"), all funds, items, instruments, investments, securities and other things of value at any time paid, deposited, credited or held to or held in the Lockbox or the Bank Accounts (whether for collection, provisionally or otherwise), and all other Property of such Borrower from time to time in the possession or under the control of, or in transit to, any Lender PartyAgent, any Depository Lender, Master Account Bank or any agent, bailee or custodian therefor, and all proceeds of all of the foregoing. The Bank Agency Agreement and the Depositary Account Agreements shall each specify that throughout the term of this Agreement, the Master Account Bank, to the extent any such Person is a party to the Bank and each Depository Bank Agency Agreement, (i) shall be pledgee-in-possession (for the benefit of LenderLenders) of the Bank Accounts of each Borrower described therein, all Cash Instruments of each Borrower held by such PersonMaster Account Bank, and all such funds, items, instruments, investments, securities, other things of value, Property and proceeds, (ii) shall take such action as shall be specified in written notice from Lender Agent to enable Lender Agent to exercise its rights with respect to such lien and security interest, (iii) shall be entitled to exercise all and any rights which Agent or any Lender Party may have under this Agreement and the Related Documents or applicable law with respect to the Bank Accounts of each Borrower described therein and such other Property and (iv) shall provide Lender Agent with copies of all statements relating to the Bank Accounts of the applicable Borrower provided by such Person Master Account Bank to such Borrower. Notwithstanding any provision of this Section SECTION 6.1, Lender Agent and Lenders shall have no obligation to reconcile or verify, at any time or for any purpose, any balance in any Account of any Borrower or any other account maintained by Master Account Bank, Bank as agent for LenderAgent and Lenders; PROVIDED, or HOWEVER, that at the reasonable request of Borrower, Agent shall request that Master Account Bank verify balances in any Depository BankAccount maintained by Master Account Bank on behalf of Borrower.