Cash Management Systems Sample Clauses

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”).

Cash Management Systems. Each Loan Party shall enter into, and cause each depository to enter into, Control Agreements providing for “springing” cash dominion with respect to each Collection Account and each Concentration Account maintained by such Person (other than any account that constitutes an Excluded Bank Account) as of or after the Effective Date. Each Loan Party shall use commercially reasonable efforts to enter into, and cause each depository, securities intermediary or commodities intermediary to enter into, Control Agreements providing for “springing” cash dominion with respect to each deposit, securities, commodity or similar account maintained by such Person (other than any account that constitutes an Excluded Bank Account) that does not constitute a Collection Account or a Concentration Account (and funds deposited into any such deposit, securities, commodity or similar account shall be swept on a daily basis into a Concentration Account). With respect to accounts subject to “springing” Control Agreements, the Administrative Agent and Lenders agree that the Administrative Agent shall only be authorized to deliver to the relevant depository, securities intermediary or commodities intermediary a notice or other instruction which provides for exclusive control over such account by the Administrative Agent as follows: (i) at any time that an Event of Default is continuing, the Administrative Agent may, and at the direction of Required Lenders shall, deliver such notices or instructions providing for exclusive control by the Administrative Agent with respect to any or all such accounts; and (ii) if a Trigger Event has occurred and is continuing, the Administrative Agent may, in its sole discretion, deliver such notices or instructions providing for exclusive control by the Administrative Agent over the Collection Accounts, provided, that if a Trigger Event occurs solely as a result of the imposition by the Administrative Agent of a new or increased Reserve at a time when no Default or Event of Default has occurred and is continuing, then the Administrative Agent shall not deliver such notices or instructions unless such circumstance continues for the Designated Period. The Loan Parties shall not maintain cash or Cash Equivalents on deposit in any deposit account or securities account (in each case, other than Excluded Bank Accounts) that is not subject to a Control Agreement in excess of outstanding checks and wire transfers payable from such accounts and amounts necessa...

Cash Management Systems. The Borrower shall establish and maintain cash management systems as set forth below.

Cash Management Systems. 14 1.9 Fees...........................................................................................14 1.10

Cash Management Systems. (a) The Credit Parties will maintain the cash management systems described below (the “Cash Management Systems”): (i) (x) the Parent Borrower will, or will cause each of the applicable Subsidiaries to, request in writing and otherwise take reasonable steps to provide that all Account Debtors in respect of Governmental Accounts that constitute Collateral forward payment directly to an account of a Borrower designated as a Government Receivables Deposit Account on Schedule 9.15(a) (each a “Government Receivables Deposit Account”), (y) the Credit Parties will, or will cause each of their Subsidiaries to, maintain lock boxes (“Lock Boxes”) or, at the Administrative Agent’s discretion, blocked accounts (“Blocked Accounts”) listed on Schedule 9.15(c) at one or more banks that are reasonably acceptable to the Collateral Agent, and shall request in writing and otherwise take reasonable steps to provide that all Account Debtors with respect to Private Accounts that constitute Collateral forward payments directly to such Lock Boxes or Blocked Accounts and (z) each Borrower will deposit and cause its Subsidiaries to deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof, all cash, checks, drafts or other similar items of payment relating to or constituting payments made in respect of any and all Collateral (whether or not otherwise delivered to a Lock Box) into the Blocked Accounts. Until so deposited, all such payments shall be held in trust by each Borrower and any of its Subsidiaries for the Administrative Agent and shall not be commingled with any other funds or property of any Borrower. The Parent Borrower shall maintain a concentration account in its name (the “Concentration Account”) (with a bank reasonably acceptable to the Administrative Agent (it being agreed that ▇▇▇▇▇ Fargo Bank, N.A. is acceptable to the Administrative Agent)) that shall be designated as the Concentration Account for the Parent Borrower listed on Schedule 9.15(a). (ii) The Parent Borrower may maintain, in its name, one or more accounts (any such account, a “Disbursement Account”) at any bank reasonably acceptable to the Administrative Agent into which the Administrative Agent shall, from time to time, deposit proceeds of Loans made to the Parent Borrower pursuant to Section 2.1 for use by the Parent Borrower solely in accordance with the provisions of Section 9.13 (it being understood that the Administrative Agen...

Cash Management Systems. On or prior to the Closing Date, Borrowers and the other Credit Parties will establish, and will maintain until the Termination Date, a cash management system (including as to which Deposit Accounts are disbursement accounts) acceptable to Agent in its sole discretion. Without limiting the foregoing: (a) with respect to Deposit Accounts of the Credit Parties in existence as of the Closing Date, the applicable Credit Party shall have executed and delivered to Agent a Blocked Account Agreement with respect to all such Deposit Accounts; (b) after the Closing Date no Credit Party shall add or replace any banks at which they maintain Deposit Accounts, or open any new Deposit Accounts, unless (x) Agent shall have consented in writing in advance to such change and (y) prior to the time of such change, the applicable Credit Party and bank shall have executed and delivered to Agent a Blocked Account Agreement with respect to all Deposit Accounts at such bank; (i) with respect to any Deposit Account that is a disbursement account, Agent agrees that the applicable Credit Party who holds such Deposit Account may continue to write checks on, and otherwise make withdrawals from, such Deposit Account unless and until an Event of Default occurs, at (or after) which time Agent may elect, in its sole and absolute discretion, to take control of such Deposit Account and all cash deposited therein, and (ii) with respect to any Deposit Account that is not a disbursement account, the applicable Blocked Account Agreement shall provide that Agent at all times controls such Deposit Account and all cash deposited therein (unless otherwise agreed to by Agent in its sole discretion); and (d) each Borrower shall at all times maintain a designated Deposit Account (each, a "Designated Deposit Account"), which shall not be a disbursement account, into which all proceeds other than proceeds of Working Capital Loan Primary Collateral (or proceeds that constitute Working Capital Loan Primary Collateral) shall, to the extent not paid directly to Agent, be deposited immediately upon receipt by any Credit Party, and with respect to which the applicable Borrower and the applicable bank shall have executed and delivered to Agent a Blocked Account Agreement. Credit Agreement (Omni)

Cash Management Systems. Each Credit Party shall, and shall cause each Domestic Subsidiary of each Credit Party to, enter into, and cause each depository, securities intermediary or commodities intermediary to enter into, Control Agreements with respect to any deposit, securities, commodity or similar account maintained by such Person (other than any payroll account, so long as such payroll account is a zero balance account, and withholding tax and fiduciary accounts) as of or after the Closing Date.

Cash Management Systems. On or prior to the Effective Date, Borrower will establish and will maintain until the Termination Date, the cash management systems described on ANNEX C (the "CASH MANAGEMENT SYSTEMS").

Cash Management Systems. Borrower will maintain until the Termination Date, the cash management systems described in Annex C (the “Cash Management Systems”).