Certain Bank Accounts. Parent will duly execute and deliver to Delphi, the Novation Letter in the form attached hereto as Exhibit 9.22 in order to transfer certain lock box bank accounts at XX Xxxxxx Xxxxx Bank, N.A. to Buyers (the “Transferred Account(s)”) with an effective date as of the Closing Date. On or before the Closing Date, Delphi will counter-sign such Novation Letter and deliver the same to XX Xxxxxx Chase Bank, N.A. In the event any Party receives any payments which are not included among such Party’s Acquired Assets, such receiving Party will remit such payment to the appropriate other party within five (5) Business Days of receipt.
Certain Bank Accounts. To Agent, immediately upon request of Agent, copies of all bank statements provided to the applicable Credit Parties relating to each of the bank accounts referenced in the last paragraph of Annex C and such other information relating to such accounts as shall reasonably be requested by Agent from time to time.
Certain Bank Accounts. 34 5.08. Exclusivity............................................................................................... 34 5.09. Hedge Agreement........................................................................................... 34
Certain Bank Accounts. To the extent that any bank accounts or similar facilities (including any lock-box processing agreements, lock-box accounts and related products (e.g. Telecash)) used exclusively by the Company are being maintained in the name of the Parent or any of its Affiliates (other than the Company or its Subsidiaries) or in the name of both the Company and any of such Persons as of the date hereof or as of the Closing Date, the Parent shall, and shall cause its Affiliates (other than the Company and its Subsidiaries) to, surrender all right and title in and to such accounts and execute all documents necessary or advisable to effect such surrender and to remove the Parent's or such Affiliate's (other than the Company's) name therefrom, as of the Closing Date.
Certain Bank Accounts. 70 SECTION 8.
Certain Bank Accounts. Establish , amend or terminate any blocked account or concentration account or lockbox agreement without Agent's prior written consent, which consent shall not be unreasonably withheld so long as subsection 5.6 shall be complied with.
Certain Bank Accounts. To SCIL Agent, promptly upon request of SCIL Agent, copies of all bank statements provided to the applicable Credit Parties relating to each of the bank accounts referenced in the paragraph (h) of Annex B and, upon reasonable request of SCIL Agent from time to time, such other information relating to such accounts.
Certain Bank Accounts. Borrower shall deliver to Lender, within ninety (90) days of the Closing Date, evidence, reasonably acceptable to Lender, of the closure of all Deposit Accounts of Borrower and each other Corporate Obligor not at Lender.
Certain Bank Accounts. 59 4.16 Workers' Compensation Claims . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60 4.17 Financing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61 4.18 Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61 4.19 Capital Expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 62
Certain Bank Accounts. (a) The parties agree that the bank accounts (the "Bank Accounts") of the Sale Companies identified on Schedule 4.15
(a) will be retained by the Sale Companies after the Closing and, accordingly, the Seller and Purchaser shall each cooperate with the other and take or cause to be taken, whether before, at or after the Closing, such actions as may be necessary to cause Purchaser or its designee(s) to assume control over such Bank Accounts, including without limitation the power to write checks thereon, to withdraw funds therefrom and to deposit funds therein, by not later than 30 days after the Closing Date; provided, however, that during such period after the Closing, the Seller shall not, and shall direct its officers, employees and Representatives not to, write checks on the Bank Accounts, withdraw any funds therefrom or otherwise exercise any control over the Bank Accounts unless requested by Purchaser or a Subsidiary Purchaser. The Seller shall agree to maintain sufficient funds in the Bank Accounts prior to Closing such that all checks issued in the ordinary course prior to Closing by any of the Sale Companies will be duly paid upon presentment.
(b) The parties agree that the Bank Accounts shall have aggregate balances, on a regional basis, as of the close of business on the day immediately preceding the Closing Date as set forth on a schedule to be agreed upon ten business days prior to Closing by the Seller and Purchaser (such schedule being referred to as "Schedule 4.15(b)"). Upon the confirmation of the actual closing bank ledger balances as of such date with respect to each Bank Account on the business day immediately following the Closing Date, the Seller and Purchaser shall agree upon a schedule of such actual closing bank ledger balances (the "Final Account Balances"). If the aggregate of the Final Account Balances exceeds the aggregate of the balances shown on Schedule 4.15(b), Purchaser shall pay the amount of such excess to the Seller, and if the aggregate of the balances shown on Schedule 4.15(b) exceeds the aggregate of the Final Account Balances, the Seller shall pay the amount of such excess to Purchaser, in either case within ten days of the Closing Date in immediately available funds. Further procedures necessary to effect the intent of this Section 4.15 shall be mutually agreed to between the Seller and Purchaser by not later than the date Schedule 4.15(b) is required to be agreed upon pursuant to this Section 4.15(b).
