Common use of Accounts and Payments in Respect of General Intangibles Clause in Contracts

Accounts and Payments in Respect of General Intangibles. (a) In addition to, and not in substitution for, any similar requirement in the Loan Agreement, if required by the Collateral Agent at any time during the continuance of an Event of Default, any payment of accounts or payment in respect of general intangibles relating to the Collateral, when collected by any Grantor, shall be promptly (and, in any event, within two (2) Business Days of such collection) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent for the benefit of Lenders and the other Secured Parties, in a Collateral Account, subject to withdrawal by the Collateral Agent as provided in Section 6.4. Until so turned over, such payment shall be held by such Grantor in trust for the Collateral Agent for the benefit of Lenders and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of proceeds of accounts and payments in respect of general intangibles relating to the Collateral shall, upon the Collateral Agent’s request, be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit.

Appears in 6 contracts

Samples: Loan Agreement (Collegium Pharmaceutical, Inc), Guaranty and Security Agreement (Global Blood Therapeutics, Inc.), Guaranty and Security Agreement (Epizyme, Inc.)

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Accounts and Payments in Respect of General Intangibles. (a) In addition to, and not in substitution for, any similar requirement in the Loan Credit Agreement, if required by the Collateral Agent at any time during the continuance of an Event of Default, any payment of accounts Accounts or payment in respect of general intangibles relating to the CollateralGeneral Intangibles, when collected by any Grantor, shall be promptly forthwith (and, in any event, within two (2) five Business Days of such collectionDays) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent for the benefit of Lenders and the other Secured PartiesAgent, in an Approved Deposit Account or a Cash Collateral Account, subject to withdrawal by the Collateral Agent as provided in Section 6.45.4 (Proceeds to be Turned Over To PLEDGE AND SECURITY AGREEMENT KNOLOGY, INC. Collateral Agent). Until so turned over, such payment shall be held by such Grantor in trust for the Collateral Agent for the benefit of Lenders and the other Secured PartiesAgent, segregated from other funds of such Grantor. Each At the Collateral Agent’s written request, each such deposit of proceeds Proceeds of accounts Accounts and payments in respect of general intangibles relating to the Collateral shall, upon the Collateral Agent’s request, General Intangibles shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Knology Inc), Pledge and Security Agreement (Knology Inc)

Accounts and Payments in Respect of General Intangibles. Subject to the terms of the Closing Date Intercreditor Agreement, (a) In addition to, and not in substitution for, any similar requirement in the Loan Credit Agreement, if required by the Second Lien Collateral Agent at any time during the continuance of an Event of Default, any payment of accounts or payment in respect of general intangibles relating to the Collateralintangibles, when collected by any Grantor, shall be promptly (and, in any event, within two (2) Business Days of such collectionDays) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Second Lien Collateral Agent for the benefit of Lenders and the other Secured PartiesAgent, in a Cash Collateral Account, subject to withdrawal by the Second Lien Collateral Agent as provided in Section 6.4. Until so turned over, such payment shall be held by such Grantor in trust for the Second Lien Collateral Agent for (or the benefit of Lenders and First Lien Agent, as the other Secured Partiescase may be), segregated from other funds of such Grantor. Each such deposit of proceeds of accounts and payments in respect of general intangibles relating to the Collateral shall, upon the Collateral Agent’s request, shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit.

Appears in 1 contract

Samples: Guaranty and Security Agreement (CSAV Holding Corp.)

Accounts and Payments in Respect of General Intangibles. (a) In addition to, and not in substitution for, any similar requirement in the Loan Securities Purchase Agreement, if required by the Collateral Agent at any time during the continuance of an Event of DefaultDefault (and otherwise permitted by the Intercreditor Agreement), any payment of accounts or payment in respect of general intangibles relating to the Collateralintangibles, when collected by any Grantor, shall be promptly (and, in any event, within two (2) Business Days of such collectionDays) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent for the benefit of Lenders and the other Secured PartiesAgent, in a Security Cash Collateral Account, subject to withdrawal by the Collateral Agent as provided in Section 6.4. Until so turned over, such payment shall be held by such Grantor in trust for the Collateral Agent for the benefit of Lenders and the other Secured PartiesAgent, segregated from other funds of such Grantor. Each such deposit of proceeds of accounts and payments in respect of general intangibles relating to the Collateral shall, upon the Collateral Agent’s request, shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Film Department Holdings, Inc.)

Accounts and Payments in Respect of General Intangibles. (a) In addition to, and not in substitution for, any similar requirement in the Loan Indenture, subject to the Intercreditor Agreement, if required by the Collateral Agent Trustee at any time during the continuance of an Event of Default, any payment of accounts Accounts or payment in respect of general intangibles relating to the CollateralGeneral Intangibles, when collected by any Grantor, shall be promptly forthwith (and, in any event, within two (2) Business Days of such collectionDays) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent for the benefit of Lenders and the other Secured PartiesTrustee, in a Blocked Account or a Cash Collateral Account, subject to withdrawal by the Collateral Agent Trustee as provided in Section 6.45.5 (Proceeds to be Turned Over To Collateral Trustee). Until so turned over, subject to the Intercreditor Agreement, such payment shall be held by such Grantor in trust for the Collateral Agent for the benefit of Lenders and the other Secured PartiesTrustee, segregated from other funds of such Grantor. Each such deposit of proceeds Proceeds of accounts Accounts and payments in respect of general intangibles relating to the Collateral shall, upon the Collateral Agent’s request, General Intangibles shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit.

Appears in 1 contract

Samples: Pledge and Security Agreement (Warnaco Group Inc /De/)

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Accounts and Payments in Respect of General Intangibles. (a) In addition to, and not in substitution for, any similar requirement in the Loan Credit Agreement, if required by the any Collateral Agent at any time during the continuance of an Event of Default, any payment of accounts Accounts or payment in respect of general intangibles relating to the CollateralGeneral Intangibles, when collected by any Grantor, shall be promptly forthwith (and, in any event, within two (2) five Business Days of such collectionDays) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Applicable Collateral Agent for the benefit of Lenders and the other Secured PartiesAgent, in an Approved Deposit Account or a Cash Collateral Account, subject to withdrawal by the Applicable Collateral Agent as provided in Section 6.4SECTION 5.4 (PROCEEDS TURNED OVER TO APPLICABLE COLLATERAL AGENTS). Until so turned over or turned over, such payment shall be held by such Grantor in trust for the Applicable Collateral Agent for the benefit of Lenders and the other Secured PartiesAgent, segregated from other funds of such Grantor. Each such deposit of proceeds Proceeds of accounts Accounts and payments in respect of general intangibles relating to the Collateral shall, upon the Collateral Agent’s request, General Intangibles shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit.

Appears in 1 contract

Samples: Pledge and Security Agreement (Prestige Brands Holdings, Inc.)

Accounts and Payments in Respect of General Intangibles. (a) In addition to, and not in substitution for, any similar requirement in the Loan Agreement, if required by the Collateral Agent at any time during the continuance of an Event of Default, any payment of accounts or payment in respect of general intangibles relating to included in the Collateral, when collected by any Grantor, shall be promptly (and, in any event, within two (2) Business Days of such collection) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent for the benefit of Lenders and the other Secured Parties, in a Collateral Account, subject to withdrawal by the Collateral Agent as provided in Section 6.4. Until so turned over, such payment shall be held by such Grantor in trust for the Collateral Agent for the benefit of Lenders and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of proceeds of accounts and payments in respect of general intangibles relating to the Collateral shall, upon the Collateral Agent’s request, be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit.

Appears in 1 contract

Samples: Guaranty and Security Agreement (Akebia Therapeutics, Inc.)

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