CONTROL LETTERS Sample Clauses

CONTROL LETTERS. Control Letters from (a) all issuers of uncertificated securities and financial assets held by Borrower, (b) all securities intermediaries with respect to all securities accounts and securities entitlements of Borrower, and (c) all futures commission agents and clearing houses with respect to all commodities contracts and commodities accounts held by Borrower, in each case to the extent required by the Loan Documents.
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CONTROL LETTERS. TO THE EXTENT THAT AGENT HAS NOT RECEIVED A CONTROL LETTER FROM THOSE PARTIES SET FORTH IN THE DEFINITION THEREOF WITH RESPECT TO ANY BORROWER'S SECURITIES OR COMMODITIES ACCOUNTS OR ANY OF BORROWERS' CREDIT CARD PROCESSING PROGRAMS AND THE FINANCIAL ASSETS HELD THEREIN, ON OR PRIOR TO THE EFFECTIVE DATE, BORROWERS SHALL DELIVER TO THE AGENT AS SOON AS PRACTICABLE BUT, IN ANY EVENT, WITHIN THIRTY (30) DAYS AFTER THE EFFECTIVE DATE, A CONTROL LETTER EXECUTED BY THE BORROWERS AND THE FINANCIAL INTERMEDIARY OR CREDIT CARD PROCESSOR WITH RESPECT THERETO. AS TO ANY SUCH ACCOUNTS OR CREDIT CARD PROCESSING PROGRAMS ESTABLISHED AFTER THE EFFECTIVE DATE (FOR WHICH THE BORROWERS SHALL GIVE THE AGENT PRIOR WRITTEN NOTICE WITH RESPECT TO A SECURITIES ACCOUNT AND AT LEAST THIRTY (30) DAYS PRIOR WRITTEN NOTICE THEREOF WITH RESPECT TO A CREDIT CARD PROGRAM), UPON THE REASONABLE REQUEST OF AGENT, BORROWERS SHALL USE COMMERCIALLY REASONABLE EFFORTS TO DELIVER TO THE AGENT A CONTROL LETTER EXECUTED BY THE BORROWERS AND THE FINANCIAL INTERMEDIARY OR CREDIT CARD PROCESSOR PRIOR TO, OR SIMULTANEOUSLY WITH, THE ESTABLISHMENT OF SUCH ACCOUNT OR PROGRAM. IF THE BORROWERS ARE UNABLE TO OBTAIN A CONTROL LETTER WITH RESPECT TO SUCH ACCOUNT OR PROGRAM, AGENT MAY, AT ITS OPTION, ESTABLISH A RESERVE AGAINST THE BORROWING BASE SUFFICIENT, BASED UPON THE DETERMINATION OF THE AGENT IN ITS SOLE DISCRETION, TO INSURE THAT THERE WILL BE NO IMPAIRMENT OF THE COLLATERAL. AFFIRMATIVE COVENANTS Until the Revolving Credit Facility has been terminated and all the Secured Obligations have been paid in full, unless the Required Lenders shall otherwise consent in the manner provided for in SECTION 15.9, each Borrower will, and will cause each of its Subsidiaries to:
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CONTROL LETTERS. For all Specified Margin Shares not represented by share certificates, a control letter, duly executed by Holdings, Credit Suisse First Boston Corporation and Agent.
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CONTROL LETTERS. IVC shall provide Control Letters from (A) all issuers of uncertificated securities and financial assets held by IVC, (B) all securities intermediaries with respect to all securities accounts and securities entitlements of IVC, and (C) all futures commission agents and clearing houses with respect to all commodities contracts and commodities accounts held by IVC.
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Related to CONTROL LETTERS

  • Control Documents (a) Each of the parties to the Control Documents has the legal right, power and authority to enter into and perform its/his/her obligations under each Control Document to which it/he/she is a party and has taken all necessary corporate action to authorize the execution, delivery and performance of, and has authorized, executed and delivered, each Control Document to which it/he/she is a party; (b) each Control Document constitutes a legally binding obligation of the parties thereto, enforceable in accordance with its terms; and (c) each Control Document is in full force and effect.

  • Lock-Up Letters The Placement Agent shall have received the written agreements, substantially in the form of Exhibit B hereto, of all of the executive officers and directors of the Company and their affiliates set forth on Schedule II.

  • Ratings Letters The Depositor will have received ratings letters that assign the ratings to the Publicly Registered Notes specified in the Terms Annex.

  • Change of Control Agreements Neither the execution and delivery of this Agreement nor the consummation of the Merger or the other transactions contemplated by this Agreement, will (either alone or in conjunction with any other event) result in, cause the accelerated vesting or delivery of, or increase the amount or value of, any payment or benefit to any director, officer or employee of the Company. Without limiting the generality of the foregoing, no amount paid or payable by the Company in connection with or by reason of the Merger or the other transactions contemplated by this Agreement, including accelerated vesting of options, (either solely as a result thereof or as a result of such transactions in conjunction with any other event) will be an “excess parachute payment” within the meaning of Section 280G of the Code.

  • Support Agreements Each member of the Seller Board shall have executed and delivered to Buyer a Support Agreement in the form attached as Exhibit A.

  • Claims Letters Seacoast shall have received from the Persons listed in Section 4.17 of the Seacoast Disclosure Letter an executed written agreement in substantially the form of Exhibit C.

  • Change of Control Agreement Except as expressly amended herein, all of the terms and provisions of the Change of Control Agreement shall remain in full force and effect.

  • Payoff Letters The Company shall, no later than three Business Days prior to the Closing Date, obtain and deliver to Parent: (a) a copy of an executed payoff letter, in form and substance reasonably satisfactory to Parent, from each Noteholder and each creditor with respect to any other Company Indebtedness that will be outstanding as of 11:59 p.m. (California time) on the day immediately preceding the Closing Date, which payoff letter (each such payoff letter, a “Payoff Letter”) shall: (i) indicate the aggregate amount required to be paid to such creditor on the Closing Date (including the outstanding principal amount, accrued and unpaid interest and any premium, penalty, fee, Expense, breakage cost or other payment required to be made with respect to such Indebtedness) in order to fully discharge all obligations with respect to such Indebtedness and provide wire transfer information for such payment, (ii) state that upon receipt of the amount described in clause “(i)” above, the instruments evidencing such Indebtedness shall be terminated and (iii) state that all Liens and all guarantees in connection therewith relating to the assets and properties of the Acquired Companies securing such Indebtedness (if any) shall be, upon the payment of the amount described in clause “(i)” above on the Closing Date, released and terminated; (b) a UCC-3 termination statement terminating the security interests of each Person holding a security interest in the assets of any of the Acquired Companies in connection with the incurrence of the Indebtedness referred to in clause “(a)” above, if any; (c) forms of notices of termination for each account control agreement entered into in connection with the incurrence of the Indebtedness referred to in clause “(a)” above, if any; (d) forms of terminations for any intellectual property security agreements filed with the United States Patent and Trademark Office or United States Copyright Office in connection with the incurrence of the Indebtedness referred to in clause “(a)” above, if any; and (e) forms of notices of termination for any landlord or bailee waivers executed in connection with the incurrence of the Indebtedness referred to in clause “(a)” above, if any. The Company shall cause the Payoff Letters to be updated, as necessary, on the Closing Date.

  • Agreements, Etc Other than the Leases, the Seller has not entered into any contract or agreement with respect to the Property which will be binding on the Purchaser after the Closing other than contracts and agreements being assumed by the Purchaser or which are terminable upon thirty (30) days notice without payment of premium or penalty.

  • Control Agreement A control agreement (the “Custodian Control Agreement”), duly executed and delivered by the Borrower, the Administrative Agent and State Street Bank and Trust Company.

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