Control of Account Sample Clauses

Control of Account. The Participant: • Retains control of how and when Account assets are used. • May change the Designated Beneficiary. • May take Non-Qualified Withdrawals, subject to applicable federal and state income taxes on earnings and potentially a 10% additional federal tax on earnings. Page 19 Contributions Initial Contribution -$25 minimum (no minimum when funding an Account through payroll deduction or automated Contributions and in certain other circumstances). Page 17 Subsequent Contributions - No minimum. Maximum Contribution Limit $500,000 per Designated Beneficiary (adjusted periodically). Page 18 Qualified Withdrawals Assets in an Account that are used to pay for Qualified Higher Education Expenses (as defined herein, which term includes a limited amount of expenses for primary or secondary school tuition) of the Designated Beneficiary (or sibling of the Designated Beneficiary with respect to the repayment of qualified education loans.) Qualified Higher Education Expenses may differ for federal and state income tax purposes. Page 24 Investment Changes Once you have contributed to an Account in the Program and allocated your Contributions to one or more investment options, you may move any or all of your Account balance to one or more different investment options twice per calendar year, or if you change the Designated Beneficiary on your Account to a Member of the Family of the current Designated Beneficiary. Page 20 Investment Options 12 investment options, including 10 managed by BlackRock, as well as the Principal Plus Portfolio and the NextGen Savings Portfolio: • 2 Age-Based Diversified Portfolios • 5 Diversified Portfolios • 3 Single Fund Portfolios • 1 Principal Plus Portfolio • 1 NextGen Savings Portfolio Pages 28-29 Fees and Charges Total Annual Asset-Based Fees, which include Program fees and Underlying Fund expenses, vary based on the Portfolio option selected. *As a percentage of a Portfolio’s average annual net assets. • Other fees and charges may apply. • Underlying Fund expenses are subject to change, affecting Total Annual Asset-Based Fees. Pages 32-36 Investment Risks and Other Considerations • Assets in an Account are not guaranteed, and an Account may lose money. • Federal and state tax laws may change and may adversely affect certain tax advantages of an investment in the Program. • Investment options, Sub-Advisors, fees and expenses may change. • Contributions to an Account may affect the eligibility of the Designated Beneficiary or the...
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Control of Account. Pledgors acknowledge that Depository is the bank with which the Collateral Account is maintained pursuant to Section 9-104(a) of the Uniform Commercial Code and that Secured Party has control of the Collateral Account and Depository shall comply with the instructions originated by Secured Party directing the disposition of funds in the Collateral Account and any entitlement orders from Secured Party without further consent by the Pledgors. Secured Party is authorized to give instructions and entitlement orders to Depository as Secured Party deems necessary to effectuate this Agreement. Texas shall be deemed to be the location and jurisdiction (within the meaning of Section 9 304 of the Uniform Commercial Code) of Depository and the Collateral Account.
Sample 1
Control of Account. (a) Borrower agrees that the DACA Account and the funds contained therein are subject to the sole dominion, control and discretion of Lender. (b) Bank will comply with instructions directing the disposition of funds in the DACA Account originated by Borrower or its authorized representatives unless and until Bank receives a written notice from Lender that Lender is exercising exclusive control over the DACA Account (the “Notice of Exclusive Control”), which notice shall be substantially in the form attached hereto as Exhibit A. Upon Bank’s receipt of the Notice of Exclusive Control and passage of a reasonable time to act thereon following actual receipt thereof by Bank, Bank will comply with written instructions given to it by Lender directing disposition of funds in the DACA Account without further consent by Borrower or any other person. Except as otherwise required by law or with the prior written consent of Lender and Borrower, Bank will not agree with any third party to comply with instructions for disposition of funds in the DACA Account. In the event any conflicting instructions or demands are made upon Bank by Borrower or Lender as to any matter related to the DACA Account, Bank shall have the right to inter plead the proceeds of the DACA Account with the appropriate court and shall be entitled to recover its reasonable attorney fees and costs from the interpled fund.
Sample 1
Control of Account. The Account shall be under the sole dominion and control of Creditor and shall be maintained by Bank in the name of "Labor Ready, Inc." Debtor shall not have any control over the use of, or any right to withdraw any amount from, the Account. Upon receipt of written instructions to do so from Creditor, the Bank shall immediately transmit by federal funds wire transfer all funds then on deposit in the Account to such other deposit account as Creditor may specify in such instructions.
Sample 1
Control of Account. The Participant: ● Retains control of how and when Account assets are used. ● May change the Designated Beneficiary. ● May take Non-Qualified Withdrawals, subject to applicable federal and state income taxes on earnings and potentially a 10% additional federal tax on earnings. Page 11 Fees and Charges Total Annual Asset-Based Fees, which include Program fees and Underlying Fund expenses, vary based on the Portfolio option selected. Page 30 Range of Total Annual Asset-Based Fees* Client Direct Series Units 0.00% - 0.53% *As a percentage of a Portfolio’s average annual net assets. ● Other fees and charges may apply. ● Underlying Fund expenses are subject to change, affecting Total Annual Asset-Based Fees. Investment Risks and Other Considerations ● Assets in an Account are not guaranteed, and an Account may lose money. ● Federal and state tax laws may change and may adversely affect certain tax advantages of an investment in the Program. ● Investment options, Sub-Advisors, fees and expenses may change. ● Contributions to an Account may affect the eligibility of the Designated Beneficiary or the Participant for federal and state benefits, such as financial aid or Medicaid. Page 43 Federal Tax Treatment ● Account earnings accrue federal income tax-free. ● No federal income tax on Qualified Withdrawals. ● No federal gift tax on Contributions up to $17,000 per year ($34,000 for spouses electing to split gifts) or $85,000 over 5 years ($170,000 for spouses electing to split gifts) - subject to certain limitations. Amounts above these annual limits are not subject to gift tax unless, together with other gifts, they exceed lifetime limits on gifts excluded from gift tax. ● Contributions are generally considered completed gifts for federal gift and estate tax purposes. Page 35
Sample 1
Control of Account. The parties agree that this Agreement is, among other things, a “control” agreement under the UCC. Upon receipt by Bank of a notice purporting to be signed and sent by Lender in the form attached hereto as Exhibit A (a “Notice of Exclusive Control”), and without further consent by and without further notification to Company or any other person, Bank agrees to promptly comply with all notifications, orders, directives and instructions it receives from Lender (“Account Related Orders”), whether oral, written or electronic, with respect to the Account, including, without limitation, orders directing Bank to sell, transfer, redeem and take other action with respect to the property in the Account; provided, however, if Bank receives an order from any federal or state governmental authority (a “Government Order”) which conflicts with the Account Related Orders received from Lender, Bank is authorized to comply with the Government Order in such manner as it or its legal counsel deems appropriate. Bank may rely upon any instructions from any person that Bank reasonably believes to be an authorized representative of Lender, provided, however, Bank shall not be obligated to comply with any instructions received from an “assignee” of Lender unless and until Bank shall have received written notice from Lender of such assignment.
Sample 1
Control of Account. (a) The Account shall be under the sole dominion and control of Agent and shall be maintained by Bank in the name of “Protective Products International Corp.” From and after the Activation Date (as defined below), neither Company nor any other person or entity, through or under Company, shall have any control over the use of, or any right to withdraw any amount from, the Account. (b) Prior to the Activation Date (but subject to Section 4(b) below), Company and Borrower may operate and transact business through the Account in the ordinary course of business, including making withdrawals from the Account. For the avoidance of doubt, the parties hereto agree that the Agent shall have a perfected security interest in the collateral described in Section 2 above at all times (including at all times prior to and after the Activation Date). (c) From and after the Activation Date (as defined below), the Account and any and all funds on deposit from time to time therein shall be under the sole dominion and exclusive control of Agent and neither Company, the Borrower nor any other person or entity, through or under the Company or the Borrower, shall have any control over the use of, or any right to access, withdraw or transfer any amount from the Account.
Sample 1
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Control of Account. The Company hereby authorizes and directs Depository Bank to comply, and Depository Bank agrees to comply, with instructions originated by Secured Party in accordance with this Agreement and the Security Agreement directing the disposition of funds from time to time in the Account or as to any other matters relating to the Account without further consent by the Company, but subject to the terms of this Agreement and the Security Agreement. Depository Bank shall permit transactions in the Account by notices given in accordance with Section 1 hereof (it being understood that the Depository Bank shall have no obligation to verify the accuracy of such notices) at the direction of the Company or the Company’s authorized representatives until such time as Secured Party delivers written notice (the “Notice of Exclusive Control”) to Depository Bank that (i) the Company has failed to pay any Obligation (as defined in the Security Agreement) when due, whether in cash or in kind as permitted pursuant to the Certificate of Designation, and such failure to pay continues for a period of at least five (5) Business Days, or a Liquidation Event has occurred with respect to the Company and (ii) Secured Party is thereby exercising exclusive control over the Account. The Company and Secured Party acknowledge and agree that Secured Party shall not be entitled to deliver a Notice of Exclusive Control until a Company fails to pay any Obligation (as defined in the Security Agreement) when due, whether in cash or in kind as permitted pursuant to the Certificate of Designation, and such failure to pay continues for a period of at least five (5) Business Days, or a Liquidation Event has occurred. Not later than the next business day after the date of receipt of the Notice of Exclusive Control with respect to items presented through the Federal Reserve System, local clearinghouses, or automated clearinghouses, and not later than the second business day after the date or receipt of the Notice of Exclusive Control with respect to items presented for payment or acceptance over the counter, Depository Bank will cease complying with orders or directions concerning disposition of funds in the Account initiated by the Company or the Company’s authorized representatives. Any Notice of Exclusive Control received after 2:00 p.m. New York time shall be deemed to have been received on the next business day. Depository Bank will use the Fedwire system to make any funds transfer from the Account t...
Sample 1
Control of Account. The Agent agrees that it shall not exercise any right to take control of the Collection Accounts or the Lock-Box, or give any instructions to any depository bank or financial institution holding such accounts as to the disposition of funds in such accounts or as to any other matter relating to such accounts unless a Termination Event has occurred and is continuing.
Sample 1

Related to Control of Account

  • Administration of Accounts (a) The Administrative Agent retains the right after the occurrence and during the continuance of an Event of Default to notify the Account Debtors to pay all amounts owing on Accounts constituting Collateral to the Administrative Agent, for the benefit of the Lender Group, and to collect the Accounts directly in its own name and to charge the collection costs and expenses, including attorneys’ fees, to the Borrower Parties. The Administrative Agent has no duty to protect, insure, collect or realize upon the Accounts or preserve rights in them. Each Borrower Party irrevocably makes, constitutes and appoints the Administrative Agent as such Borrower Party’s true and lawful attorney and agent-in-fact to endorse such Borrower Party’s name on any checks, notes, drafts or other payments relating to the Accounts which come into the Administrative Agent’s possession or under the Administrative Agent’s control as a result of its taking any of the foregoing actions. Additionally, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent, for the benefit of the Lender Group, shall have the right to collect and settle or adjust all disputes and claims directly with the Account Debtor and to compromise the amount or extend the time for payment of the Accounts upon such terms and conditions as the Administrative Agent may deem advisable, and to charge the deficiencies, reasonable costs and expenses thereof, including attorney’s fees, to the Borrower Parties. (b) If an Account includes a charge for any tax payable to any governmental taxing authority, upon the occurrence and during the continuance of an Event of Default, the Administrative Agent on behalf of the Lenders is authorized, in its sole discretion, to pay the amount thereof to the proper taxing authority for the account of the applicable Borrower Party and to make a Base Rate Advance to the Borrowers to pay therefor. The Borrower Parties shall notify the Administrative Agent if any Account includes any tax due to any governmental taxing authority and, in the absence of such notice, the Administrative Agent shall have the right to retain the full proceeds of the Account and shall not be liable for any taxes to any governmental taxing authority that may be due by any Borrower Party by reason of the sale and delivery creating the Account. (c) Whether or not a Default has occurred, any of the Administrative Agent’s officers, employees or agents shall have the right after prior notice to the Administrative Borrower (provided no prior notice shall be required if an Event of Default shall have occurred and be continuing), at any time or times hereafter, in the name of the Lenders, or any designee of the Lenders or the Borrower Parties, to verify the validity, amount or other matter relating to any Accounts by mail, telephone, telegraph or otherwise. The Borrower Parties shall cooperate fully with the Administrative Agent and the Lenders in an effort to facilitate and promptly conclude any such verification process.

  • Investment of Account Assets a. All contributions to the custodial account shall be invested in the shares of the Xxxxx Small Cap Growth Fund or, if available, any other series of Xxxxx Small Cap Growth Fund or other regulated investment companies for which Xxxxx Investment Management serves as Investment Advisor or designates as being eligible for investment. Shares of stock of an Investment Company shall be referred to as “Investment Company Shares”. To the extent that two or more funds are available for investment, contributions shall be invested in accordance with the depositor’s investment election. b. Each contribution to the custodial account shall identify the depositor’s account number and be accompanied by a signed statement directing the investment of that contribution. The Custodian may return to the depositor, without liability for interest thereon, any contribution which is not accompanied by adequate account identification or an appropriate signed statement directing investment of that contribution. c. Contributions shall be invested in whole and fractional Investment Company Shares at the price and in the manner such shares are offered to the public. All distributions received on Investment Company Shares held in the custodial account shall be reinvested in like shares. If any distribution of Investment Company Shares may be received in additional like shares or in cash or other property, the Custodian shall elect to receive such distribution in additional like Investment Company Shares. d. All Investment Company Shares acquired by the Custodian shall be registered in the name of the Custodian or its nominee. The depositor shall be the beneficial owner of all Investment Company Shares held in the custodial account. e. The Custodian agrees to forward to the depositor each prospectus, report, notice, proxy and related proxy soliciting materials applicable to Investment Company Shares held in the custodial account received by the Custodian. By establishing or having established the custodial account, the depositor affirmatively directs the Custodian to vote any Investment Company Shares held on the applicable record date that have not been voted by the depositor prior to a shareholder meeting for which prior notice has been given. The Custodian shall vote with the management of the Investment Company on each proposal that the Investment Company’s Board of Directors has approved unanimously. If the Investment Company’s Board of Directors has not approved a proposal unanimously, the Custodian shall vote in proportion to all shares voted by the Investment Company’s shareholders. f. The depositor may, at any time, by written notice to the Custodian, redeem any number of shares held in the custodial account and reinvest the proceeds in the shares of any other Investment Company. Such redemptions and reinvestments shall be done at the price and in the manner such shares are then being redeemed or offered by the respective Investment Companies.

  • Termination of Account We may terminate your account at any time without notice to you or may require you to close your account and apply for a new account if: (1) there is a change in owners or authorized signers; (2) there has been a forgery or fraud reported or committed involving your account; (3) there is a dispute as to the ownership of the account or of the funds in the account; (4) any checks or drafts are lost or stolen; (5) there are excessive returned unpaid items not covered by an overdraft protection plan; (6) there has been any misrepresentation or any other abuse of any of your accounts; or (7) we reasonably deem it necessary to prevent a loss to us. You may terminate an individual account by giving written notice. We reserve the right to require the consent of all owners to terminate a joint account. We are not responsible for payment of any check, draft, withdrawal, transaction, or other item after your account is terminated; however, if we pay an item after termination, you agree to reimburse us.

  • Collection of Accounts (a) Borrower shall establish and maintain, at its expense, blocked accounts or lockboxes and related blocked accounts (in either case, "Blocked Accounts"), as Lender may specify, with such banks as are acceptable to Lender into which Borrower shall promptly deposit and direct its account debtors to directly remit all payments on Accounts and all payments constituting proceeds of Inventory or other Collateral in the identical form in which such payments are made, whether by cash, check or other manner. The banks at which the Blocked Accounts are established shall enter into an agreement, in form and substance satisfactory to Lender, providing that all items received or deposited in the Blocked Accounts are the property of Lender, that the depository bank has no lien upon, or right to setoff against, the Blocked Accounts, the items received for deposit therein, or the funds from time to time on deposit therein and that the depository bank will wire, or otherwise transfer, in immediately available funds, on a daily basis, all funds received or deposited into the Blocked Accounts to such bank account of Lender as Lender may from time to time designate for such purpose ("Payment Account"). Borrower agrees that all payments made to such Blocked Accounts or other funds received and collected by Lender, whether on the Accounts or as proceeds of Inventory or other Collateral or otherwise shall be the property of Lender. (b) For purposes of calculating the amount of the Loans available to Borrower, such payments will be applied (conditional upon final collection) to the Obligations on the business day of receipt by Lender of immediately available funds in the Payment Account provided such payments and notice thereof are received in accordance with Lender's usual and customary practices as in effect from time to time and within sufficient time to credit Borrower's loan account on such day, and if not, then on the next business day. For the purposes of calculating interest on the Obligations, such payments or other funds received will be applied (conditional upon final collection) to the Obligations one (1) business day following the date of receipt of immediately available funds by Lender in the Payment Account provided such payments or other funds and notice thereof are received in accordance with Lender's usual and customary practices as in effect from time to time and within sufficient time to credit Borrower's loan account on such day, and if not, then on the next business day. (c) Borrower and all of its affiliates, subsidiaries, shareholders, directors, employees or agents shall, acting as trustee for Lender, receive, as the property of Lender, any monies, checks, notes, drafts or any other payment relating to and/or proceeds of Accounts or other Collateral which come into their possession or under their control and immediately upon receipt thereof, shall deposit or cause the same to be deposited in the Blocked Accounts, or remit the same or cause the same to be remitted, in kind, to Lender. In no event shall the same be commingled with Borrower's own funds. Borrower agrees to reimburse Lender on demand for any amounts owed or paid to any bank at which a Blocked Account is established or any other bank or person involved in the transfer of funds to or from the Blocked Accounts arising out of Lender's payments to or indemnification of such bank or person. The obligation of Borrower to reimburse Lender for such amounts pursuant to this Section 6.3 shall survive the termination or non-renewal of this Agreement.

  • Location of accounts Each Borrower shall promptly: (a) comply with any requirement of the Agent as to the location or re-location of the Accounts (or any of them); and (b) execute any documents which the Agent specifies to create or maintain in favour of the Security Trustee a Security Interest over (and/or rights of set-off, consolidation or other rights in relation to) the Accounts.

  • Change of Account Either party may change its account for receiving a payment or delivery by giving notice to the other party at least five Local Business Days prior to the scheduled date for the payment or delivery to which such change applies unless such other party gives timely notice of a reasonable objection to such change.

  • Removal of Accounts (a) On any day of any Due Period the Sellers shall have the right to require the reassignment to them or their designee of all the Trust’s right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts designated by the Sellers, upon satisfaction of all the following conditions: (i) on or before the fifth Business Day immediately preceding the Removal Date, the Sellers shall have given the Trustee, the Servicer, each Rating Agency and each Series Enhancer notice of such removal and specifying the date for removal of the Removed Accounts (the “Removal Date”); (ii) on or prior to the date that is ten Business Days after the Removal Date, the Sellers shall have amended Schedule 1 by delivering to the Trustee a computer file or microfiche list containing a true and complete list of the Removed Accounts specifying for each such Account, as of the date notice of the Removal Date is given, its account number, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; (iii) the Sellers shall have represented and warranted as of the Removal Date that the list of Removed Accounts delivered pursuant to paragraph (ii) above, as of the Removal Date, is true and complete in all material respects; (iv) the Rating Agency Condition shall have been satisfied with respect to such removal; (v) such removal will not result in the occurrence of an Amortization Event and each of the Sellers shall have delivered to the Trustee and each Series Enhancer a certificate of a Vice President or more senior officer, dated the Removal Date, to the effect that such Seller reasonably believes that such removal will not have an Adverse Effect and is not reasonably expected to have an Adverse Effect at any time in the future; (vi) the Sellers shall have delivered to the Trustee, each Rating Agency and each Series Enhancer a Tax Opinion, dated the Removal Date, with respect to such removal; and (vii) such removal of the Removed Accounts would not have precluded transfers of Receivables to the Trust from being accounted for as sales under generally accepted accounting principles in accordance with FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, as in effect for reporting periods before November 15, 2009 and each of the Sellers shall have delivered to the Trustee a certificate of a Vice President or more senior officer, dated the Removal Date, to that effect. Upon satisfaction of all of the above conditions, the Trustee shall execute and deliver to the Sellers a written reassignment in substantially the form of Exhibit C (the “Reassignment”) and shall, without further action, be deemed to sell, transfer, assign, set over and otherwise convey to the Sellers or their designee, effective as of the Removal Date, without recourse, representation or warranty, all the right, title and interest of the Trust in and to the Receivables arising in the Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof. (b) On any day of any Due Period, the Sellers shall have the right to designate Inactive Accounts and to remove such Inactive Accounts from Schedule 1 hereto and from its documents and records, including appropriate computer files, upon satisfaction of the following conditions: (i) on or before the fifth Business Day immediately preceding the Inactive Account Removal Date (as defined below), the Sellers shall have given the Trustee, the Servicer and each Rating Agency notice (which may be delivered via facsimile or other means of electronic transmission with receipt confirmed) of such removal (A) specifying the date for removal of the applicable Inactive Accounts (such date, the “Inactive Account Removal Date”), (B) certifying that the Sellers reasonably believe that such removal will not result in the occurrence of an Amortization Event and that such removal will not have an Adverse Effect, and (C) certifying that such removal would not have precluded transfers of Receivables to the Trust from being accounted for as sales under generally accepted accounting principles in accordance with FASB Statement No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, as in effect for reporting periods before November 15, 2009; and (ii) on or prior to the date that is ten Business Days after the Inactive Account Removal Date, the Sellers shall have amended Schedule 1 by delivering to the Trustee a computer file or microfiche list containing a true and complete list of the removed Inactive Accounts specifying for each such removed Inactive Account, as of the Inactive Account Removal Date, its account number. Accounts designated by the Sellers pursuant to Section 2.10(a) or 2.10(b) are referred to herein as “Removed Accounts.” In addition to the foregoing, on the date when any Receivable in an Account becomes a Defaulted Receivable the Trust shall automatically and without further action or consideration be deemed to transfer, assign, set over and otherwise convey to the applicable Seller, without recourse, representation or warranty, all right, title and interest of the Trust in and to the Defaulted Receivables arising in such Account, all monies due and to become due with respect thereto and all proceeds thereof, provided, that Recoveries of such Account shall be applied as provided herein.

  • Protection of Accounts The Servicer may transfer the Custodial Account or the Escrow Account to a different Qualified Depository from time to time. Such transfer shall be made only upon obtaining the consent of the Owner and the Master Servicer, which consent shall not be withheld unreasonably. The Servicer shall bear any expenses, losses or damages sustained by the Owner because the Custodial Account and/or the Escrow Account are not demand deposit accounts. Amounts on deposit in the Custodial Account and the Escrow Account may at the option of the Servicer be invested in Eligible Investments; provided that in the event that amounts on deposit in the Custodial Account or the Escrow Account exceed the amount fully insured by the FDIC (the "Insured Amount") the Servicer shall be obligated to invest the excess amount over the Insured Amount in Eligible Investments on the same Business Day as such excess amount becomes present in the Custodial Account or the Escrow Account. Any such Eligible Investment shall mature no later than the Determination Date next following the date of such Eligible Investment, provided, however, that if such Eligible Investment is an obligation of a Qualified Depository (other than the Servicer) that maintains the Custodial Account or the Escrow Account, then such Eligible Investment may mature on such Remittance Date. Any such Eligible Investment shall be made in the name of the Servicer in trust for the benefit of the Owner. All income on or gain realized from any such Eligible Investment shall be for the benefit of the Servicer and may be withdrawn at any time by the Servicer. Any losses incurred in respect of any such investment shall be deposited in the Custodial Account or the Escrow Account, by the Servicer out of its own funds immediately as realized.

  • Verification of Accounts Any of Lender's officers, employees or agents shall have the right, at any time or times hereafter, in Lender's or Borrower's name or in the name of a firm of independent certified public accountants acceptable to Lender, to verify the validity, amount or any other matters relating to any Accounts by mail, telephone, telegraph or otherwise.

  • Crediting of Accounts If PFPC Trust in its sole discretion credits an Account with respect to (a) income, dividends, distributions, coupons, option premiums, other payments or similar items on a contractual payment date or otherwise in advance of PFPC Trust's actual receipt of the amount due, (b) the proceeds of any sale or other disposition of assets on the contractual settlement date or otherwise in advance of PFPC Trust's actual receipt of the amount due or (c) provisional crediting of any amounts due, and (i) PFPC Trust is subsequently unable to collect full and final payment for the amounts so credited within a reasonable time period using reasonable efforts or (ii) pursuant to standard industry practice, law or regulation PFPC Trust is required to repay to a third party such amounts so credited, or if any Property has been incorrectly credited, PFPC Trust shall have the absolute right in its sole discretion without demand to reverse any such credit or payment, to debit or deduct the amount of such credit or payment from the Account, and to otherwise pursue recovery of any such amounts so credited from the Fund. Nothing herein or otherwise shall require PFPC Trust to make any advances or to credit any amounts until PFPC Trust's actual receipt thereof. The Fund hereby grants a first priority contractual possessory security interest in and a right of setoff against the assets maintained in an Account hereunder in the amount necessary to secure the return and payment to PFPC Trust of any advance or credit made by PFPC Trust (including charges related thereto) to such Account.

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