Collection Account Arrangements. Prior to the Closing Date, the Borrower shall have entered into Account Control Agreements with all of the Collection Account Banks and delivered executed counterparts of each to the Administrative Agent. Upon the occurrence and during the continuance of an Unmatured Event of Default or an Event of Default, the Administrative Agent may (with the consent of the Majority Lenders) and shall (upon the direction of the Majority Lenders) at any time thereafter give notice to each Collection Account Bank that the Administrative Agent is exercising its rights under the Account Control Agreements to do any or all of the following: (a) to have the exclusive dominion and control of the Collection Accounts transferred to the Administrative Agent (for the benefit of the Secured Parties) and to exercise exclusive dominion and control over the funds deposited therein (for the benefit of the Secured Parties), (b) to have the proceeds that are sent to the respective Collection Accounts redirected pursuant to the Administrative Agent’s instructions rather than deposited in the applicable Collection Account and (c) to take any or all other actions permitted under the applicable Account Control Agreement. The Borrower hereby agrees that if the Administrative Agent at any time takes any action set forth in the preceding sentence, the Administrative Agent shall have exclusive control (for the benefit of the Secured Parties) of the proceeds (including Collections) of all Pool Receivables and the Borrower hereby further agrees to take any other action that the Administrative Agent may reasonably request to transfer such control. Any proceeds of Pool Receivables received by the Borrower or the Servicer thereafter shall be sent immediately to, or as otherwise instructed by, the Administrative Agent.
Collection Account Arrangements. On or prior to the Closing Date, the Seller shall have entered into Collection Account Agreements with all of the Collection Account Banks covering each Collection Account (other than Transition Collection Accounts) and delivered original counterparts of each to the Administrator. The Seller shall use commercially reasonable efforts to cause each Transition Collection Account to be an Eligible Collection Account on or prior to the 180th day following the Closing Date. Upon the occurrence of a Termination Event, the Administrator may (with the consent of the Majority Purchaser Agents) or shall (upon the direction of the Majority Purchaser Agents) at any time thereafter give (or, pursuant to the Interim Collection Account Administration Agreement, instruct the Interim Collection Account Administrative Agent to give) notice to each Collection Account Bank that the Administrator (or, if applicable, the Interim Collection Account Administrative Agent) is exercising its rights under the Collection Account Agreements and/or Interim Collection Account Agreements to do any or all of the following: (a) to have the exclusive ownership and control of the Collection Accounts and Lock-Boxes transferred to the Administrator (for the benefit of the Purchasers) or to the Interim Collection Account Administrative Agent (for the benefit of the Administrator and the Purchasers) and to exercise exclusive dominion and control over the funds deposited therein, (b) to have the proceeds that are sent to the respective Collection Accounts and Lock-Boxes redirected pursuant to the Administrator’s or the Interim Collection Account Administrative Agent’s instructions rather than deposited in the applicable Collection Account, and (c) to take any or all other actions permitted under the applicable Collection Account Agreement or Interim Collection Account Agreement. The Seller hereby agrees that if the Administrator or the Interim Collection Account Administrative Agent at any time takes any action set forth in the preceding sentence, the Administrator or Interim Collection Account Administrative Agent (as applicable) shall have exclusive control (for the benefit of the Purchasers) of the proceeds (including Collections) of all Pool Receivables and the Seller hereby further agrees to take any other action that the Administrator, the Interim Collection Account Administrative Agent or any Purchaser Agent may reasonably request to transfer such control. Any proceeds of Pool Receivables re...
Collection Account Arrangements. (a) On or before the Closing Date, the Seller shall have entered into Account Control Agreements with all of the Collection Account Banks and delivered executed counterparts of each to the Administrator. Upon the occurrence and during the continuation of a Termination Event, the Administrator may (with the consent of the Majority Purchaser Agents) or shall (upon the direction of the Majority Purchaser Agents) at any time thereafter give notice to each Collection Account Bank that the Administrator is exercising its rights under the Account Control Agreements to do any or all of the following: (a) to have the exclusive ownership and control of the Collection Accounts transferred to the Administrator (for the benefit of the Purchasers) and to exercise exclusive dominion and control over the funds deposited therein, (b) to have the proceeds that are sent to the respective Collection Accounts redirected pursuant to the Administrator’s instructions rather than deposited in the applicable Collection Account, and (c) to take any or all other actions permitted under the applicable Account Control Agreement. The Seller hereby agrees that if the Administrator at any time takes any action set forth in the preceding sentence, the Administrator may elect to have exclusive control (for the benefit of the Purchasers) of the proceeds (including Collections) of all Pool Receivables and the Seller hereby further agrees to take any other action that the Administrator or any Purchaser Agent may reasonably request to transfer such control. Any proceeds of Pool Receivables received by the Seller or the Servicer thereafter shall be sent immediately to, or as otherwise instructed by, the Administrator. The parties hereto hereby acknowledge that if at any time the Administrator takes control of any Collection Account, the Administrator shall not have any rights to the funds therein in excess of the unpaid amounts due to the Administrator, any member of any Purchaser Group, any Indemnified Party or Affected Person or any other Person hereunder, and the Administrator shall distribute or cause to be distributed such funds in accordance with Section 4.2(b) and Article I (in each case as if such funds were held by the Servicer thereunder).
Collection Account Arrangements. All collections of Receivables included in the Collateral and other proceeds of Collateral shall be deposited in a Collection Account which is subject to a Collection Account Agreement or pursuant to another similar arrangement for the collection of such amounts established by the Borrower and Agent and shall be transferred in accordance with the provisions of the respective Collection Account Agreements. On or prior to the Closing Date, the Borrower shall have entered into and shall thereafter maintain lock-box services agreements with banks which are parties to Collection Account Agreements and to which lock-boxes account debtors shall directly remit all payments on Receivables. Any of the foregoing collections received by the Borrower and not so deposited, shall be deemed to have been received by the Borrower as the Agent's trustee and, upon the Borrower's receipt thereof, the Borrower shall immediately transfer all such amounts into a Collection Account in their original form. Such deposits shall be remitted to the Agent, the Borrower or as the Agent may direct, all in accordance with the provisions of the Collection Account Agreements.
Collection Account Arrangements. (a) All collections -------------------------------- of receipts from each individual Store and other proceeds of Collateral shall be deposited in a Collection Account which prior to the date that is 30 days after the Restructuring Effective Date is subject to a Collection Account Agreement or pursuant to another similar arrangement for the collection of such amounts established by the Company or any of its Subsidiaries and the Common Collateral Agent and shall be transferred in accordance with the provisions of the respective Collection Account Agreements. Any of the foregoing collections received by the Company or any of its Subsidiaries and not so deposited, shall be deemed to have been received by the Company or such Subsidiary as the Common Collateral Agent's trustee and, upon the Company's or such Subsidiary's receipt thereof, the Company shall or shall cause such Subsidiary to immediately transfer all such amounts into a Collection Account in their original form. Such deposits shall be remitted to the Common Collateral Agent, the Company or as the Common Collateral Agent may direct, all in accordance with the provisions of the Collection Account Agreements. The Company hereby represents and warrants that as of the Restructuring Effective Date, Schedule 3.16(a) contains a true and accurate list of all bank accounts ---------------- maintained by the Company and each of its Subsidiaries.
Collection Account Arrangements. (i) All collections of the Borrower's Receivables included in the Collateral and other proceeds of its Collateral shall be deposited in a Collection Account of the Borrower which may be subject to a Collection Account Agreement or pursuant to another similar arrangement for the collection of such amounts established by the Borrower and Agent and shall be transferred by the Borrower (1) at such frequency (but not less frequently than each Business Day) as agreed to between the Agent and the Borrower to a concentration account maintained by the Borrower with the Agent or otherwise subject to a Collection Account Agreement, for any such account not subject to a Collection Account Agreement or (2) in accordance with the terms of the applicable Collection 66 Account Agreement. Schedule 6.2(M) sets forth all of the deposit accounts currently maintained by the Borrower. All collections from Account Debtors in respect of payments on the Receivables of the Borrower shall be deemed to have been received by the Borrower as the Agent's trustee and, upon the Borrower's receipt thereof, the Borrower shall transfer all such amounts in their original form (together with all necessary endorsements) for deposit in accordance with the provisions of this Section 6.2(M).
Collection Account Arrangements. As more fully provided in the Cash Flow Assignment Agreement:
Collection Account Arrangements. (i) All collections of Receivables included in the Collateral and other proceeds of Collateral shall be deposited in a Collection Account which is subject to a Collection Account Agreement or pursuant to another similar arrangement for the collection of such amounts established by the Parent or any of its Subsidiaries and the Administrative Agent and shall be transferred in accordance with the provisions of the respective Collection Account Agreements; provided, however, that the requirements set forth in this Section 7.2(O)(i) shall be satisfied with respect to any Collection Account that is in existence on the Closing Date if such Collection Account is subject to a Collection Account Agreement within thirty (30) days following the Closing Date. Any of the foregoing collections received by the Parent or any of its Subsidiaries or Affiliates and not so deposited, shall be deemed to have been received by such Person as the Administrative Agent's trustee and, upon such Person's receipt thereof, the Parent shall (or shall cause such Subsidiary or Affiliate to) immediately transfer all such amounts into a Collection Account in their original form. Such deposits shall be remitted to the Administrative Agent, the Parent, the applicable Subsidiary or as the Administrative Agent may direct, all in accordance with the provisions of the Collection Account Agreements.
Collection Account Arrangements. As more fully provided in the Cash Flow Assignment Agreement: (a) At or prior to Closing, Borrower and Company shall establish a deposit account, separate from any deposit account used by any of Borrower Parties for any other projects, and established for the benefit of KCCI, with a depository institution approved by KCCI (a Collection Account") and shall execute and deliver, and shall cause the depository institution to execute and deliver, to KCCI the Collection Account Agreement; and -37- (b) Commencing not later than the Closing Date, Borrower and Company shall deposit all Project Revenues for the Projects for which the Escrow Agent holds Transfer Documents, into the Collection Account, as more fully provided in the Cash Flow Assignment Agreement. 5.4.
Collection Account Arrangements. The Seller shall have entered into Account Control Agreements with all of the applicable Collection Account Banks and delivered executed counterparts of each to the Administrative Agent except with respect to (i) each Excluded Collection Account, and (ii) the TD Account; provided that in the event the Parent long-term credit
