Accounts Generally. (a) Borrower shall be responsible for payment of any federal, state or local income or other tax applicable to the interest or income earned on the Collection Accounts, the Cash Management Account and any sub-account thereof. The Cash Management Account and any sub-account thereof shall be assigned the federal tax identification number of Borrower, which is 00-000-0000. Borrower shall provide Lender, at any time upon request of Lender, with a Form W-8 or W-9 to evidence that Borrower is not subject to any back-up withholding under the Code.
(b) Without limiting the provisions of the Security Instrument, to further secure the full and timely payment and performance of the Debt, Borrower hereby expressly grants to Lender a continuing, first priority security interest in, and pledges and collaterally assigns to Lender all of Borrower’s rights, title and interest in, to and under, all of the following, whether now owned or existing or hereafter acquired, created or arising, whether tangible or intangible, and regardless of where located: (i) in the Collection Accounts, the Cash Management Account, all sub-accounts thereof and all security entitlements, investment property and other financial assets at any time and from time to time deposited or contained therein or credited thereto (as each such term is defined in Article 8 and Article 9 of the UCC); (ii) any and all monies, checks, deposits, investment property or other financial assets now or hereafter credited to the Collection Accounts or the Cash Management Account (including any sub-account thereof) or held by or on behalf of Lender; and (iii) all proceeds (as defined in the UCC) of all or any of the foregoing. Borrower will at its sole cost and expense take all actions necessary to maintain in favor of Lender a first priority perfected security interest in the Collection Accounts and the Cash Management Account, including, without limitation, entering into the Account Control Agreement and filing (and Borrower hereby irrevocably authorizes Lender to file) UCC-1 financing statements and continuations thereof. Borrower will not in any way alter or modify the Collection Accounts or the Cash Management Account. Borrower shall not, without obtaining the prior consent of Lender, further pledge, assign or grant any security interest in the Collection Accounts, the Cash Management Account, any sub-account thereof or any monies deposited therein or other financial assets credited thereto or permit any Lien to at...
Accounts Generally. (a) Funds on deposit in each Transaction Account shall be invested by the Transaction Account Bank in Permitted Investments at the direction of Seller. Such investments made at any time will mature so that funds will be available for withdrawal no later than the following Settlement Date. All earnings on such investment during any such Settlement Period shall be deemed to be Available Funds on the related Settlement Date.
(b) If any Transaction Account shall cease to be an Eligible Account, the Administrator, until the Senior Investor Balance has been reduced to zero, shall, as necessary, cause each such account to be moved to an institution at which it shall be an Eligible Account.
(c) The Administrator shall have exclusive control of the Transaction Accounts. To the extent that a Transaction Account constitutes a “securities account” as defined in Section 8-501(a) of the UCC, the Transaction Account Bank shall act as securities intermediary and will treat the Administrator as entitled to exercise the rights that comprise such property, including all security entitlements, securities, financial assets, investment property and instruments (each as defined in the UCC) attributable to such Transaction Account. In the event that a Transaction Account is not considered to be a “securities account” under applicable law, such Transaction Account shall be deemed to be a “deposit account” (as defined in the UCC) to the extent a security interest can be granted and perfected under the UCC in such Transaction Account as a deposit account, and the Transaction Account Bank shall maintain such account not as a securities intermediary but as a “bank” (as defined in the UCC). The Administrator shall be deemed to be the customer of the Transaction Account Bank for purposes of such Transaction Account and as such shall be entitled to all rights that customers of banks have under applicable law with respect to deposit accounts, including the right to withdraw funds from, or close, such Transaction Account (which rights shall be exercised in accordance with the terms of this Agreement). Unless a Replacement Event shall take place and be continuing, the Administrator shall instruct the Transaction Account Bank to allow Servicer access to funds in the Transaction Accounts in order to effect the application of funds described in (and subject to the terms of) this Agreement and the other Transaction Documents.
Accounts Generally. Any deposit made into any of the -------------------- Lock-Box Accounts, the Collection Account or the Spread Account hereunder shall be irrevocable, and shall be held in such account in trust by the Deal Agent hereunder, together with all interest thereon, and applied solely as provided herein.
Accounts Generally. You must have an Account to enroll in eBanking. You may access eBanking using a personal computer or mobile device with access to the Bank's web site at xxxx://xxx.xxxxxxxxxxxxxx.xxx (the "Website"). We reserve the right, in our sole discretion and as permitted by applicable law, to limit the availability of the Services to certain account types, IP addresses or end-user country of rigin. When you enroll in the Services, accountholders must enroll under separate usernames. It is your responsibility to notify us if a signer or other person to whom you have provided your username and password should no longer be given access to the eBanking. agreement governing your Accounts for more information. Additionally, each Account and your use of eBanking will be subject to the following: • the terms or instructions appearing on a screen when using eBanking; • the Banks rules, procedures and policies applicable to each Account and eBanking; • the rules and regulations of any funds transfer system (such as the payment card networks or automated clearing house network) used in connection with eBanking; and applicable Texas and federal laws and regulations. You authorize the Bank to provide access to you to all your Accounts through eBanking. For each Account to which access is provided, consumers may request removal of such access by sending a message through the eBanking secure message system or written letter to Allegiance Bank, P.O. Box 41314, Houston, TX 77241-1314. You may access an Account on the Website to obtain balances, transaction history and other information. To access an Account or use a Service (a) consumer Bank customers must have a username and password and the required hardware and software, and (b) business Bank customers must have Company ID, username and password and the required hardware and software. The Bank attempts to provide accurate, complete and timely Account information through the eBanking Website. Subject to the terms of this Agreement, you will generally be able to access your eligible Accounts through the Website seven (7) days a week, twenty-four (24) hours a day. At certain times, Allegiance eBanking website may not be available due to system maintenance or circumstances beyond our control. Except as otherwise required by law, the Bank will not be liable to you if any such information is unavailable, inaccurate or delayed. During these times, you may visit us at one of our offices to obtain information about your Accounts or call t...
Accounts Generally. Seller has the complete and unrestricted power and the unqualified right to sell, assign and deliver the servicing of the Accounts to Buyer. Upon consummation of the transactions contemplated by this Agreement, Buyer will acquire the right to service the Accounts free and clear of any Liens and there exists no restriction to Seller on the use or transfer of the Accounts to Buyer. No Person other than Seller has any right or interest in the Accounts, including the right to grant interests in Accounts to third parties. No restrictions will exist as of the Closing Date that would operate to restrict Buyer’s right to resell the servicing of the Accounts.
Accounts Generally. Client agrees to maintain a minimum of at least one (1) Account with Bank with funds sufficient to cover the Transfers initiated pursuant to the Services, and to cover fees required to pay for Services provided. Client agrees that only Accounts established exclusively for business purposes will be used for use of the Services and Transfers pursuant to the Agreement, and that in no event will Transfers hereunder be conducted using accounts of Client or its employees, officers, directors, members, or owners that were established primarily or used for personal, family or household purposes.
Accounts Generally. 9.7.1 The Rental Income Account and the General Account shall be denominated in sterling.
9.7.2 This clause 9 does not limit or affect the Borrower’s obligations to pay the Secured Obligations or to make voluntary or mandatory payments under the Finance Documents.
9.7.3 The Bank shall not be responsible to the Borrower for the non-payment of any of the Secured Obligations which could be paid out of moneys standing to the credit of any Control Account nor shall the Bank be liable for any withdrawal from a Control Account wrongly made (except for gross negligence, fraud or wilful misconduct by the Bank).
Accounts Generally. The Lockbox Account and the Cash Management Account shall be subject to the additional terms and conditions set forth in Article 12 hereof.
Accounts Generally. With respect to Accounts (other than Equipment Accounts) with a combined value in excess of ten percent (10%) of all of Borrowers’ Accounts (other than Equipment Accounts) then outstanding, no Borrower shall (a) grant any material extension of the time of payment thereof, (b) to any material extent, compromise, compound or settle the same for less than the full amount thereof, (c) release, wholly or partly, any Person liable for the payment thereof, or (d) allow any credit or discount whatsoever thereon other than trade discounts granted by such Borrower in the ordinary course of business of such Borrower.
Accounts Generally. 18 Section 3.18 DEPOSITARY BANK OBLIGATIONS LIMITED...................................................18 Section 3.19 TRIGGER EVENTS........................................................................19
