Control of Deposit Account. At all times during the effectiveness of this Agreement, Customer hereby absolutely, irrevocably and unconditionally instructs, and Bank hereby agrees, that:
Control of Deposit Account. (a) Debtor and Bank acknowledge and agree that Secured Party has control (as defined in Section 9-104 of the Uniform Commercial Code) of the Deposit Account.1 Bank will not permit the withdrawal or other disposition of any funds in the Deposit Account except as expressly provided in this Agreement.
Control of Deposit Account. This Agreement provides Secured Party with control of the Deposit Account for purposes of perfecting its security interest therein. Except as pursuant to bankruptcy or other applicable law, after Depository Bank receives a Notice of Exclusive Control from Secured Party (delivered as set forth in Section 14 below), and has had reasonable opportunity to comply with it Depository Bank and Customer agree that Depository Bank will comply with instructions (“Instructions”) as to the withdrawal or disposition of any funds credited to the Deposit Account, and as to any other matters relating to the Deposit Account, received from Secured Party without Customer’s further consent. The Notice of Exclusive Control must be in the form set forth in Attachment B hereto and must be signed by an authorized representative of Secured Party. Secured Party’s instructions may include the giving of stop payment Instructions for any items being presented to the Deposit Account for payment. Instructions are to be provided in writing to the Depository Bank at the address specified below.
Control of Deposit Account. (a) Subject to the provisions of this Agreement, the Deposit Account shall be under the "control" (within the meaning of Article 9 of the NY UCC) of the Secured Party and the Secured Party shall have the sole right to make or permit withdrawals from the Deposit Account and to exercise all rights with respect thereto from time to time as set forth in this Agreement.
Control of Deposit Account. (a) Company and Bank acknowledge and agree that Lender has control (as defined in Section 9-104 of the Uniform Commercial Code) of the Deposit Account.1 Bank will not permit the withdrawal or other disposition of any funds in the Deposit Account except as expressly provided in this Agreement.
Control of Deposit Account. The Disbursement Agent hereby agrees and confirms that it has established the Deposit Account as set forth and defined in this Agreement. For so long as this Agreement remains in effect, the Disbursement Agent waives its rights of chargeback, setoff (including such right of setoff as set forth in Section 9-340 of the UCC) and/or banker's lien against the Deposit Account. Until this Agreement terminates in accordance with the terms hereof, the Trustee shall have "control" (within the meaning of Section 9-104 of the UCC) of the Deposit Account. If at any time the Disbursement Agent shall receive from the Trustee any instruction directing disposition of any funds in the Deposit Account (a "Deposit Account Order"), the Disbursement Agent shall comply with such Deposit Account Order without further consent by the Authority or any other Person. In the event that the Disbursement Agent receives conflicting Deposit Account Orders relating to the Deposit Account, the Disbursement Agent shall comply with the Deposit Account Orders originated by the Trustee. Each of the Authority and the Disbursement Agent agrees that it has not and will not execute and deliver, or otherwise become bound by, any agreement under which it agrees with any Person other than the Trustee to comply with Deposit Account Orders originated by such Person relating to the Deposit Account. If the Disbursement Agent or the Authority obtains knowledge that any Person has asserted a lien, encumbrance or adverse claim against the Deposit Account, such party will promptly notify the Trustee thereof. In the event that the Disbursement Agent has or subsequently obtains by agreement, operation of law or otherwise a lien or security interest in the Deposit Account, the Disbursement Agent agrees that such lien or security interest shall be subordinate to the lien and security interest of the Trustee. Regardless of any provision in any other agreement, for purposes of the UCC, the State of New York shall be deemed to be the Disbursement Agent's jurisdiction (within the meaning of Section 9-304 of the UCC). The Deposit Account shall be governed by the laws of the State of New York except as specified in Section 14.7.
Control of Deposit Account. As long as any Obligations are outstanding under the Bridge Loan, Borrower acknowledges that, pursuant to a Deposit Account Control Agreement, Administrative Agent has exclusive control over the Borrower’s Blocked Checking deposit account identified on Schedule3.42 (the “Blocked Checking Account”). Within 5 Business Days of the full and Indefeasible payment of all monetary Obligations owing under the Bridge Loan, and as long as there is no Event of Default, Administrative Agent shall deliver to the Bank a Notice of Release of Exclusive Control (each as defined in the Deposit Account Control Agreement over the Blocked Checking Account).
Control of Deposit Account. The Deposit Account shall, at all times during the term of this Agreement, be under the sole dominion and control of Lender, who shall have the sole right to withdraw funds from the Deposit Account for application in accordance with this Agreement and the Loan Agreement. Borrower acknowledges and agrees that (i) neither Borrower nor any other party claiming on behalf of, or through, Borrower shall have any right, title or interest, whether express or implied, in the Deposit Account or to withdraw or make use of any amounts from the Deposit Account, and (ii) except as provided herein and in the Loan Agreement, Borrower shall not be entitled to any periodic disbursements of earnings or interest on amounts held in the Deposit Account.
Control of Deposit Account. (a) The Deposit Account shall be under the control of Administrative Agent. Administrative Agent shall at all times have “control” (as defined in Section 9.104 of the UCC) of the Deposit Account. Bank shall comply with instructions originated by Administrative Agent directing disposition of funds in the Depository Account without further consent by Customer.
Control of Deposit Account. Bank and Debtor each acknowledge and agree that the Account maintained hereunder is subject to the sole dominion, control and discretion of Secured Party and its authorized agents or designees upon the receipt of a Notice of Exclusive Control by Bank. At all times during the effectiveness of this Agreement, Debtor hereby absolutely, irrevocably and unconditionally instructs, and Bank hereby agrees, that, except as required by law, Bank shall not comply with any Orders or other instructions concerning the Account from Debtor or any third party without the prior written consent of Secured Party and Debtor shall have no right to close any such account or right of withdrawal with respect to any such account, except with the prior written consent of Secured Party, in each case after the receipt of a Notice of Exclusive Control by Bank.
