Common use of Blocked Accounts and Lock Boxes Clause in Contracts

Blocked Accounts and Lock Boxes. Until a notice is received by the Borrower as provided hereinafter, each of the Borrower and the Guarantor shall collect and enforce all of its Accounts. In furtherance thereof, each of the Borrower and the Guarantor shall direct all electronic payments on Accounts to be made directly to LaSalle at the location specified by LaSalle, and shall establish U.S. Dollar and/or Canadian Dollar accounts (each a "BLOCKED ACCOUNT") in LaSalle's name with a financial institution acceptable to LaSalle, into which they will immediately deposit all other payments received by them (including all payments made for Inventory or services sold or rendered), in the identical form in which such payments were made, whether by cash or cheque. At and following such time as LaSalle, in its sole discretion, so notifies the Borrower, each of the Borrower and the Guarantor shall direct all of its Account Debtors to make all payments on the Accounts directly to a post office box (each a "LOCK BOX") with a financial institution acceptable to, and in the name and under exclusive control of, LaSalle. All payments received in the Lock Box shall be deposited in the appropriate Blocked Account. If the Borrower, any affiliate or subsidiary corporation of the Borrower, or any shareholder, officer, director, employee or agent of the Borrower or any affiliate or subsidiary corporation, or any other Person acting for or in concert with the Borrower shall receive any monies, cheques, notes, drafts or other payments relating to or as proceeds of Accounts or other Collateral, the Borrower and each such Person shall receive all such items in trust for, and as the sole and exclusive property of, LaSalle and, immediately upon receipt thereof, shall remit the same (or cause the same to be remitted) in kind to the appropriate Blocked Account. Each financial institution with which a Lock Box and Blocked Account are established shall acknowledge and agree, in a manner satisfactory to LaSalle, that the amounts on deposit in such Lock Box and Blocked Account are the sole and exclusive property of LaSalle, that such financial institution has no right to set off against such Lock Box or Blocked Account or against any other account maintained by such financial institution into which the contents of such Blocked Account are transferred, and that such financial institution shall wire, or otherwise transfer in immediately available funds in a manner satisfactory to LaSalle, funds deposited in the Blocked Account on a daily basis as such funds are collected. Each of the Borrower and the Guarantor agrees that all payments made to each Blocked Account or otherwise received by LaSalle, whether in respect of the Accounts of the Borrower or as proceeds of other Collateral or otherwise, will be applied on account of the Liabilities in accordance with the terms of this Agreement. The Borrower agrees to pay all fees, costs and expenses which the Borrower incurs in connection with opening and maintaining a Lock Box and Blocked Accounts. All of such fees, costs and expenses which remain unpaid by the Borrower pursuant to any Lock Box or Blocked Account agreement, to the extent same shall have been paid by LaSalle hereunder, shall constitute Revolving Loans hereunder, shall be payable to LaSalle by the Borrower upon demand, and, until paid, shall bear interest at the highest rate then applicable to the Revolving Loans hereunder. All cheques, drafts, instruments and other items of payment or proceeds of Collateral delivered to LaSalle in kind shall be endorsed by the Borrower or the Guarantor (as applicable) to LaSalle, and, if that endorsement of any such item shall not be made for any reason, LaSalle is hereby irrevocably authorized to endorse the same on their behalf. For the purpose of this paragraph, each of the Borrower and the Guarantor irrevocably hereby makes, constitutes and appoints LaSalle (and all Persons designated by LaSalle for that purpose) as its true and lawful attorney and agent-in-fact (i) to endorse its name upon said items of payment and/or proceeds of Collateral and upon any Chattel Paper, document, instrument, invoice or similar document or agreement relating to any Account or goods pertaining thereto; (ii) to take control in any manner of any item of payment or proceeds thereof; (iii) to have access to any lock box or postal box into which any of the Borrower's or the Guarantor's mail is deposited; and (iv) open and process all mail addressed to the Borrower or the Guarantor and deposited therein; provided, however, that LaSalle shall not exercise any such powers described in SUBPARAGRAPHS (i), (ii) (except for routine Lock Box payments/proceeds or through any Blocked Account), (iii) AND (iv) unless and until an Event of Default has occurred.

Blocked Accounts and Lock Boxes. Until a notice is received by the Borrower Borrowers as provided hereinafter, the Borrowers and each of the Borrower and the Guarantor other Loan Party shall collect and enforce all of its Accountstheir Accounts in accordance with current practices. In furtherance thereof, the Borrowers and each of the Borrower and the Guarantor shall direct all electronic payments on Accounts to be made directly to LaSalle at the location specified by LaSalle, and other Loan Party shall establish U.S. Dollar and/or Canadian Dollar accounts with the Lender (each a "BLOCKED ACCOUNT") in LaSalle's name with a financial institution acceptable to LaSalle“Blocked Account”), into which they the Borrowers and each other Loan Party will immediately deposit all other payments received by them the Borrowers and each other Loan Party (including all payments made for Inventory or services sold or renderedrendered by any of them), in the identical form in which such payments were made, whether by cash or cheque. At and following such time as LaSallethe Lender, in its sole discretionPermitted Discretion, so notifies the BorrowerBorrowers, the Borrowers and each of the Borrower and the Guarantor other Loan Party shall direct all of its their Account Debtors to make all payments on the Accounts directly to a post office box (each a "LOCK BOX"“Lock Box”) with a financial institution acceptable to, and in the name and under exclusive control of, LaSallethe Lender. All payments received in the Lock Box shall be deposited in the appropriate Blocked Account. If the BorrowerBorrowers, any affiliate other Loan Party, any Affiliate or subsidiary corporation Subsidiary of the BorrowerBorrowers or any other Loan Party, or any shareholder, officer, director, employee or agent of the Borrower Borrowers or any affiliate Affiliate or subsidiary corporationSubsidiary, or any other Person acting for or in concert with the Borrower Borrowers or any other Loan Party shall receive any monies, cheques, notes, drafts or other payments relating to or as proceeds of Accounts or other Collateral, the Borrower Borrowers, any such other Loan Party and each such Person shall receive all such items in trust for, and as the sole and exclusive property of, LaSalle the Lender and, immediately upon receipt thereof, shall remit the same (or cause the same to be remitted) in kind to the appropriate Blocked Account. Each financial institution with which a Lock Box and Blocked Account (other than a Lock Box or Blocked Account with the Lender, which for greater certainty shall remain under the exclusive control of the Lender) are to be established shall enter into a Blocked Account Agreement with the Lender pursuant to which it shall acknowledge and agree, in a manner reasonably satisfactory to LaSallethe Lender, that the amounts on deposit in such Lock Box and Blocked Account are the sole and exclusive property of LaSallethe Lender, that such financial institution has no right to set off against such Lock Box or Blocked Account or against any other account maintained by such financial institution into which the contents of such Blocked Account are transferred, and that such financial institution shall wire, or otherwise transfer in immediately available funds in a manner reasonably satisfactory to LaSallethe Lender, funds deposited in the Blocked Account on a daily basis as such funds are collected. Each of Except as otherwise agreed by the Borrower Lender, the Borrowers and the Guarantor agrees each other Loan Party agree that all payments made to each Blocked Account established by the Borrowers or any other Loan Party or otherwise received by LaSallethe Lender, whether in respect of the Accounts of the Borrower Borrowers or any other Loan Party or as proceeds of other Collateral of the Borrowers or any other Loan Party or otherwise, will be automatically applied on account of the Liabilities of the Borrowers in accordance with the terms of this Agreement. The Borrower agrees Borrowers and each other Loan Party agree to pay all fees, costs and expenses which the Borrower incurs such parties incur in connection with opening and maintaining a Lock Box Boxes and Blocked Accounts. All of such fees, costs and expenses which remain unpaid by the Borrower Borrowers or any other Loan Party pursuant to any Lock Box or Blocked Account agreementAgreement, to the extent same shall have been paid by LaSalle the Lender hereunder, shall constitute Revolving Loans hereunder, shall be payable to LaSalle the Lender by the Borrower Borrowers upon demand, and, until paid, shall bear interest at the highest rate then applicable to the Revolving Loans hereunder. All cheques, drafts, instruments and other items of payment or proceeds of Collateral delivered to LaSalle the Lender in kind shall be endorsed by the Borrower Borrowers or the Guarantor (any other Loan Party, as applicable) , to LaSallethe Lender, and, if that endorsement of any such item shall not be made for any reason, LaSalle the Lender is hereby irrevocably authorized to endorse the same on their the Borrowers’ or such other Loan Party’s behalf. For the purpose of this paragraph, the Borrowers and each of the Borrower and the Guarantor other Loan Party irrevocably hereby makesmake, constitutes constitute and appoints LaSalle appoint the Lender (and all Persons designated by LaSalle the Lender for that purpose) as its such parties’ true and lawful attorney and agent-in-fact (i) to endorse its the Borrowers’ or such other Loan Party’s name upon said items of payment and/or proceeds of Collateral of the Borrowers or of any other Loan Party and upon any Chattel Paper, document, instrument, invoice or similar document or agreement relating to any Account of the Borrowers or of any other Loan Party or goods pertaining thereto; (ii) to take control in any manner of any item of payment or proceeds thereof; (iii) to have access to any lock box or postal box into which any of the Borrower's Borrowers’ or the Guarantor's any other Loan Party’s mail is deposited; and (iv) open and process all mail addressed to the Borrower Borrowers or the Guarantor any other Loan Party and deposited therein; provided, however, that LaSalle the Lender shall not exercise any such powers described in SUBPARAGRAPHS subparagraphs (i), (ii) (except for routine Lock Box payments/proceeds or through any Blocked Account), (iii) AND and (iv) unless and until an Event of Default has occurredoccurred and has not been waived in writing by the Lender.

Blocked Accounts and Lock Boxes. Until a notice is received by the Borrower from LaSalle as provided hereinafter, each of the Borrower and the Guarantor shall collect and enforce all of its Accounts. In furtherance thereofAt and following such time as LaSalle, each of in its sole discretion, so notifies the Borrower, the Borrower and the Guarantor shall direct all electronic payments on Accounts to be made directly to LaSalle at the location specified by LaSalle, and shall establish U.S. Dollar and/or and Canadian Dollar accounts (each a "BLOCKED ACCOUNT") in LaSalle's name with a financial institution acceptable to LaSalle, into which they the Borrower will immediately deposit all other payments received by them the Borrower (including all payments made for Inventory or services sold or renderedrendered by the Borrower), in the identical form in which such payments were made, whether by cash or cheque. At and following such time as LaSalle, in its sole discretion, so notifies the Borrower, each of the Borrower and the Guarantor shall direct all of its Account Debtors to make all payments on the Accounts directly to a post office box (each a "LOCK BOX") with a financial institution acceptable to, and in the name and under exclusive control of, LaSalle. All payments received in the Lock Box shall be deposited in the appropriate Blocked Account. If the Borrower, any affiliate or subsidiary corporation of the Borrower, or any shareholder, officer, director, employee or agent of the Borrower or any affiliate or subsidiary corporation, or any other Person acting for or in concert with the Borrower shall receive any monies, cheques, notes, drafts or other payments relating to or as proceeds of Accounts or other Collateral, the Borrower and each such Person shall receive all such items in trust for, and as the sole and exclusive property of, LaSalle and, immediately upon receipt thereof, shall remit the same (or cause the same to be remitted) in kind to the appropriate Blocked Account. Each financial institution with which a Lock Box and Blocked Account are established shall acknowledge and agree, in a manner satisfactory to LaSalle, that the amounts on deposit in such Lock Box and Blocked Account are the sole and exclusive property of LaSalle, that such financial institution has no right to set off against such Lock Box or Blocked Account or against any other account maintained by such financial institution into which the contents of such Blocked Account are transferred, and that such financial institution shall wire, or otherwise transfer in immediately available funds in a manner satisfactory to LaSalle, funds deposited in the Blocked Account on a daily basis as such funds are collected. Each of the The Borrower and the Guarantor agrees that all payments made to each Blocked Account established by the Borrower or otherwise received by LaSalle, whether in respect of the Accounts of the Borrower or as proceeds of other Collateral of the Borrower or otherwise, will be applied on account of the Liabilities of the Borrower in accordance with the terms of this Agreement. The Borrower agrees to pay all fees, costs and expenses which the Borrower incurs in connection with opening and maintaining a Lock Box and Blocked Accounts. All of such fees, costs and expenses which remain unpaid by the Borrower pursuant to any Lock Box or Blocked Account agreement, to the extent same shall have been paid by LaSalle hereunder, shall constitute Revolving Loans hereunder, shall be payable to LaSalle by the Borrower upon demand, and, until paid, shall bear interest at the highest rate then applicable to the Revolving Loans hereunder. All cheques, drafts, instruments and other items of payment or proceeds of Collateral delivered to LaSalle in kind shall be endorsed by the Borrower or the Guarantor (as applicable) to LaSalle, and, if that endorsement of any such item shall not be made for any reason, LaSalle is hereby irrevocably authorized to endorse the same on their behalf. For the purpose of this paragraph, each of the Borrower and the Guarantor irrevocably hereby makes, constitutes and appoints LaSalle (and all Persons designated by LaSalle for that purpose) as its true and lawful attorney and agent-in-fact (i) to endorse its name upon said items of payment and/or proceeds of Collateral and upon any Chattel Paper, document, instrument, invoice or similar document or agreement relating to any Account or goods pertaining thereto; (ii) to take control in any manner of any item of payment or proceeds thereof; (iii) to have access to any lock box or postal box into which any of the Borrower's or the Guarantor's mail is deposited; and (iv) open and process all mail addressed to the Borrower or the Guarantor and deposited therein; provided, however, that LaSalle shall not exercise any such powers described in SUBPARAGRAPHS (i), (ii) (except for routine Lock Box payments/proceeds or through any Blocked Account), (iii) AND (iv) unless and until an Event of Default has occurred.

Blocked Accounts and Lock Boxes. Until a notice is received by the Borrower as provided hereinafter, each of the Borrower and the Guarantor shall collect and enforce all of its Accounts. In furtherance thereof, each of the Borrower and the Guarantor shall direct all electronic payments on Accounts to be made directly to LaSalle at the location specified by LaSalle, and shall establish U.S. Dollar and/or and Canadian Dollar accounts (each a "BLOCKED ACCOUNTBlocked Account") in LaSalleABN AMRO's name with a financial institution acceptable to LaSalleABN AMRO, into which they the Borrower will immediately deposit all other payments received by them the Borrower (including all payments made for Inventory or services sold or renderedrendered by the Borrower), in the identical form in which such payments were made, whether by cash or cheque. At and following such time as LaSalleABN AMRO, in its sole discretion, so notifies the Borrower, each of the Borrower and the Guarantor shall direct all of its Account Debtors to make all payments on the Accounts directly to a post office box (each a "LOCK BOXLock Box") with a financial institution acceptable to, and in the name and under exclusive control of, LaSalleABN AMRO. All payments received in the Lock Box shall be deposited in the appropriate Blocked Account. If the Borrower, any affiliate Affiliate or subsidiary corporation of the BorrowerSubsidiary, or any shareholder, officer, director, employee or agent of the Borrower or any affiliate Affiliate or subsidiary corporationSubsidiary, or any other Person acting for or in concert with the Borrower shall receive any monies, cheques, notes, drafts or other payments relating to or as proceeds of Accounts or other Collateral, the Borrower and each such Person shall receive all such items in trust for, and as the sole and exclusive property of, LaSalle ABN AMRO and, immediately upon receipt thereof, shall remit the same (or cause the same to be remitted) in kind to the appropriate Blocked Account. Each financial institution with which a Lock Box and Blocked Account are established shall acknowledge and agree, in a manner satisfactory to LaSalleABN AMRO, that the amounts on deposit in such Lock Box and Blocked Account are the sole and exclusive property of LaSalleABN AMRO, that such financial institution has no right to set off against such Lock Box or Blocked Account or against any other account maintained by such financial institution into which the contents of such Blocked Account are transferred, and that such financial institution shall wire, or otherwise transfer in immediately available funds in a manner satisfactory to LaSalle, funds deposited in the Blocked Account on a daily basis as such funds are collected. Each of the Borrower and the Guarantor agrees that all payments made to each Blocked Account or otherwise received by LaSalle, whether in respect of the Accounts of the Borrower or as proceeds of other Collateral or otherwise, will be applied on account of the Liabilities in accordance with the terms of this Agreement. The Borrower agrees to pay all fees, costs and expenses which the Borrower incurs in connection with opening and maintaining a Lock Box and Blocked Accounts. All of such fees, costs and expenses which remain unpaid by the Borrower pursuant to any Lock Box or Blocked Account agreement, to the extent same shall have been paid by LaSalle hereunder, shall constitute Revolving Loans hereunder, shall be payable to LaSalle by the Borrower upon demand, and, until paid, shall bear interest at the highest rate then applicable to the Revolving Loans hereunder. All cheques, drafts, instruments and other items of payment or proceeds of Collateral delivered to LaSalle in kind shall be endorsed by the Borrower or the Guarantor (as applicable) to LaSalle, and, if that endorsement of any such item shall not be made for any reason, LaSalle is hereby irrevocably authorized to endorse the same on their behalf. For the purpose of this paragraph, each of the Borrower and the Guarantor irrevocably hereby makes, constitutes and appoints LaSalle (and all Persons designated by LaSalle for that purpose) as its true and lawful attorney and agent-in-fact (i) to endorse its name upon said items of payment and/or proceeds of Collateral and upon any Chattel Paper, document, instrument, invoice or similar document or agreement relating to any Account or goods pertaining thereto; (ii) to take control in any manner of any item of payment or proceeds thereof; (iii) to have access to any lock box or postal box into which any of the Borrower's or the Guarantor's mail is deposited; and (iv) open and process all mail addressed to the Borrower or the Guarantor and deposited therein; provided, however, that LaSalle shall not exercise any such powers described in SUBPARAGRAPHS (i), (ii) (except for routine Lock Box payments/proceeds or through any Blocked Account), (iii) AND (iv) unless and until an Event of Default has occurred.institution