Cash Dominion System Sample Clauses

Cash Dominion System. (a) Each Obligor, jointly and severally, represents and warrants to the Administrative Agent that it has established a system (the "Cash Dominion System") of depositary accounts (together with accounts opened from time to time pursuant to subsection 3.1(b), "Depositary Accounts") into which each such Obligor shall promptly deposit or cause to be deposited all Cash Proceeds other than Cash Proceeds in a Securities Account received by it or any other Person on its behalf. Each Obligor represents that Schedule 5.23 to the Credit Agreement contains a true and complete list of all depositary accounts maintained by such Obligor with any banks or financial institutions as of the Effective Date into which Cash Proceeds are deposited (collectively, the "Depositary Banks"), each of which has executed a Blocked Account Agreement or Lockbox Agreement, as appropriate. Each Obligor further agrees that (x) all amounts received by it from any Credit Card Subsidiary (whether as a dividend, loan or otherwise) shall be deposited directly into a Depositary Account and (y) it shall (and shall cause the relevant Credit Card Subsidiary to) execute and deliver such notices and agreements as the Administrative Agent may reasonably require (and which, in the case of the Credit Card Subsidiaries, do not violate the terms of the relevant Credit Card Program) with respect to such amounts.
Sample 1
AutoNDA by SimpleDocs
Cash Dominion System. (a) Each Grantor has established a system of depositary accounts (together with accounts opened from time to time pursuant to paragraph (b) below of this subsection 5.1 ("Depositary Accounts") into which each such Grantor promptly deposits or causes to be deposited (and shall continue promptly to deposit or cause to be deposited) all Cash Proceeds received by it or any other Person on its behalf, other than Cash Proceeds in a Securities Account, pursuant to which such funds are remitted promptly to the Administrative Agent for deposit in the Collateral Account referred to in subsection 5.2 hereof (the "Cash Dominion System"). The Grantor represent that Schedule 5.23 to the Credit Agreement contains a true and complete list of all depositary accounts maintained by any Grantor with any bank or financial institution as of the Closing Date into which Cash Proceeds are currently deposited (collectively, the "Depositary Banks"). Each Grantor further agrees that (x) all amounts received by it from any Credit Card Subsidiary (whether as a dividend, loan or otherwise) shall be deposited directly into a Depositary Account and (y) it shall (and shall cause the relevant Credit Card Subsidiary to) execute and deliver such notices and agreements as the Administrative Agent may reasonably require (and which, in the case of the Credit Card Subsidiaries, do not violate the terms of the relevant Credit Card Program) with respect to such amounts. Each Grantor shall, within 30 days after the entry of the Emergency Order, deliver to each Depositary Bank instructions reasonably satisfactory to the Administrative Agent (i) informing each such Depositary Bank of the Reorganization Cases and (ii) informing each such Depositary Bank of the Bankruptcy Court's directing that all of the Grantors' cash continue to be sent to the Administrative Agent pursuant to the existing arrangements.
Sample 1

Related to Cash Dominion System

  • Cash Management System Each Borrower shall, and shall cause its Subsidiaries to, establish and maintain the Cash Management Systems described below:

  • Cash Management Systems On or prior to the Closing Date, Borrowers will establish and will maintain until the Termination Date, the cash management systems described in Annex C (the “Cash Management Systems”).

  • Utilities, Services Landlord shall provide, subject to the terms of this Section 11, water, electricity, heat, air conditioning, light, power, sewer, and other utilities (including gas and fire sprinklers to the extent the Project is plumbed for such services), refuse and trash collection and janitorial services (collectively, “Utilities”). Landlord shall pay, as Operating Expenses or subject to Tenant’s reimbursement obligation, for all Utilities used on the Premises, all maintenance charges for Utilities, and any storm sewer charges or other similar charges for Utilities imposed by any Governmental Authority or Utility provider, and any taxes, penalties, surcharges or similar charges thereon. Landlord shall not cause any Utilities to the Premises which are not currently separately metered to be separately metered. Tenant shall pay directly to the Utility provider, prior to delinquency, any separately metered Utilities and services which may be furnished to Tenant or the Premises during the Term. Tenant shall pay, as part of Operating Expenses, its share of all charges for jointly metered Utilities based upon consumption, as reasonably determined by Landlord. No interruption or failure of Utilities, from any cause whatsoever other than Landlord’s willful misconduct, shall result in eviction or constructive eviction of Tenant, termination of this Lease or the abatement of Rent. Tenant agrees to limit use of water and sewer with respect to Common Areas to normal restroom use. Landlord’s sole obligation for either providing emergency generators or providing emergency back-up power to Tenant shall be: (i) to provide emergency generators with not less than the capacity of the emergency generators located in the Building as of the Commencement Date, and (ii) to contract with a third party to maintain the emergency generators as per the manufacturer’s standard maintenance guidelines. Landlord shall have no obligation to provide Tenant with operational emergency generators or back-up power or to supervise, oversee or confirm that the third party maintaining the emergency generators is maintaining the generators as per the manufacturer’s standard guidelines or otherwise. During any period of replacement, repair or maintenance of the emergency generators when the emergency generators are not operational, including any delays thereto due to the inability to obtain parts or replacement equipment, Landlord shall have no obligation to provide Tenant with an alternative back-up generator or generators or alternative sources of back-up power. Tenant expressly acknowledges and agrees that Landlord does not guaranty that such emergency generators will be operational at all times or that emergency power will be available to the Premises when needed.

  • PFPC System PFPC shall retain title to and ownership of any and all data bases, computer programs, screen formats, report formats, interactive design techniques, derivative works, inventions, discoveries, patentable or copyrightable matters, concepts, expertise, patents, copyrights, trade secrets, and other related legal rights utilized by PFPC in connection with the services provided by PFPC to the Fund.

  • Cash Management Services Funds received by Transfer Agent in the course of performing its services hereunder will be held in demand deposit bank accounts or money market fund accounts in the name of Transfer Agent (or its nominee) as agent for the Funds.

  • Sweep or Automated Cash Management Upon receipt of Instructions, the Custodian shall invest any otherwise uninvested cash of any Fund held by the Custodian in a money market mutual fund, a cash deposit product, or other cash investment vehicle made available by the Custodian from time to time, in accordance with the directions contained in such Instructions. A fee may be charged or a spread may be received by the Custodian for investing the Fund’s otherwise uninvested cash in the available cash investment vehicles or products. The Custodian shall have no responsibility to determine whether any purchases of money market mutual fund shares or any other cash investment vehicle or cash deposit product by or on behalf of the Fund under the terms of this section will cause any Fund to exceed the limitations contained in the 1940 Act on ownership of shares of another registered investment company or any other asset or portfolio restrictions or limitations contained in applicable laws or regulations or the Fund’s prospectus. The Fund agrees to indemnify and hold harmless the Custodian from all losses, damages and expenses (including attorney’s fees) suffered or incurred by the Custodian as a result of a violation by such Fund of the limitations on ownership of shares of another registered investment company or any other cash investment vehicle or cash deposit product.

  • DTC DIRECT REGISTRATION SYSTEM AND PROFILE MODIFICATION SYSTEM (a) Notwithstanding the provisions of Section 2.4 of the Deposit Agreement, the parties acknowledge that DTC’s Direct Registration System (“DRS”) and Profile Modification System (“Profile”) apply to the American Depositary Shares upon acceptance thereof to DRS by DTC. DRS is the system administered by DTC that facilitates interchange between registered holding of uncertificated securities and holding of security entitlements in those securities through DTC and a DTC participant. Profile is a required feature of DRS that allows a DTC participant, claiming to act on behalf of an Owner of American Depositary Shares, to direct the Depositary to register a transfer of those American Depositary Shares to DTC or its nominee and to deliver those American Depositary Shares to the DTC account of that DTC participant without receipt by the Depositary of prior authorization from the Owner to register that transfer.

  • Management Services Agreement The term "Management Services ----------------------------- Agreement" shall mean this Management Services Agreement by and between Practice and Business Manager and any amendments hereto.

  • System Except as otherwise provided herein, the Trustee shall not be accountable for the use or application by the Company or the Master Servicer of any of the Certificates or of the proceeds of such Certificates, or for the use or application of any funds paid to the Company or the Master Servicer in respect of the Mortgage Loans or deposited in or withdrawn from the Custodial Account or the Certificate Account by the Company or the Master Servicer.

  • Liquidity Risk Measurement Services Not Applicable.

Time is Money Join Law Insider Premium to draft better contracts faster.