Common use of Bank Accounts; Offset Clause in Contracts

Bank Accounts; Offset. To ensure the repayment of the Obligations, Borrower hereby grants to Administrative Agent, each of its Affiliates and each Lender and Issuing Bank a security interest, a lien, and a right of offset, each of which shall be in addition to all other interests, liens, and rights of Administrative Agent or any Lender or Issuing Bank at common law, under the Loan Documents, or otherwise, and each of which shall be upon and against (a) any and all moneys, securities or other property (and the proceeds therefrom) of Borrower now or hereafter held or received by or in transit to Administrative Agent or any Lender or Issuing Bank from or for the account of Borrower, whether for safekeeping, custody, pledge, transmission, collection or otherwise, (b) any and all deposits (general or special, time or demand, provisional or final), other than deposits of funds held by Borrower for the benefit of third parties, of Borrower with Administrative Agent or any Lender or Issuing Bank, and (c) any other credits and claims of Borrower at any time existing against Administrative Agent or any Lender or Issuing Bank, including claims under certificates of deposit. At any time and from time to time after the occurrence of any Default, each of Administrative Agent and any Lender and Issuing Bank is hereby authorized to foreclose upon, or to offset against the Obligations then due and payable (in either case without notice to Borrower), any and all items hereinabove referred to. The remedies of foreclosure and offset are separate and cumulative, and either may be exercised independently of the other without regard to procedures or restrictions applicable to the other.

Bank Accounts; Offset. To ensure the repayment of the --------------------- Obligations, Borrower hereby grants to Administrative Agent, each of its Affiliates and each Lender and Issuing Bank a security interest, a lien, and a right of offset, each of which shall be in addition to all other interests, liens, and rights of Administrative Agent or any Lender or Issuing Bank at common law, under the Loan Documents, or otherwise, and each of which shall be upon and against (a) any and all moneys, securities or other property (and the proceeds therefrom) of Borrower now or hereafter held or received by or in transit to Administrative Agent or any Lender or Issuing Bank from or for the account of Borrower, whether for safekeeping, custody, pledge, transmission, collection or otherwise, (b) any and all deposits (general or special, time or demand, provisional or final), other than deposits of funds held by Borrower for the benefit of third parties, of Borrower with Administrative Agent or any Lender or Issuing Bank, and (c) any other credits and claims of Borrower at any time existing against Administrative Agent or any Lender or Issuing Bank, including claims under certificates of deposit. At any time and from time to time after the occurrence of any Default, each of Administrative Agent and any Lender and Issuing Bank is hereby authorized to foreclose upon, or to offset against the Obligations then due and payable (in either case without notice to Borrower), any and all items hereinabove referred to. The remedies of foreclosure and offset are separate and cumulative, and either may be exercised independently of the other without regard to procedures or restrictions applicable to the other.

Bank Accounts; Offset. In this section Borrower and Subsidiary Guarantors which are parties hereto are each called a "Grantor". To ensure secure the repayment of the Obligations, Borrower each Grantor hereby grants to Administrative Agent, each of its Affiliates Agent and to each Lender and Issuing Bank a security interest, a lien, and a right of offset, each of which shall be in addition to all other interests, liens, interests and rights of Administrative Agent or any Lender or Issuing Bank at common law, under the Loan Documents, or otherwise, and each of which shall be upon and against (a) any and all moneys, securities or other property (and the proceeds therefrom) of Borrower such Grantor now or hereafter held or received by or in transit to Administrative Agent or any Lender or Issuing Bank from or for the account of Borrowersuch Grantor, whether for safekeeping, custody, pledge, transmission, collection or otherwise, (b) any and all deposits (general or special, time or demand, provisional or final), other than deposits ) of funds held by Borrower for the benefit of third parties, of Borrower such Grantor with Administrative Agent or any Lender or Issuing BankLender, and (c) any other credits and claims of Borrower such Grantor at any time existing against Administrative Agent or any Lender or Issuing BankLender, including claims under certificates of deposit. At any time and from time to time after during the occurrence continuation of any Event of Default, each of Administrative Agent and any Lender and Issuing Bank Lenders is hereby authorized to foreclose upon, or to offset against the Obligations then due and payable (in either case without notice to Borrower), such Grantor) any and all items hereinabove referred to. The remedies If Administrative Agent or any Lender ever exercises such right of foreclosure and offset are separate and cumulativeoffset, and either may be exercised independently of it shall give Borrower (or the other without regard to procedures affected Grantor) notice of such offset promptly thereafter, but failure or restrictions applicable to delay in giving such notice shall in no way affect the othervalidity or enforceability of such offset.