Control of Deposit Accounts Sample Clauses

Control of Deposit Accounts. Except as provided in the following --------------------------- sentence, the Depositary Institution may accept instructions from the Borrower or the respective Subsidiary and perform any and all transactions at its request with respect to any Deposit Account. The Borrower, each Subsidiary Grantor and the Depositary Institution agree with the General Collateral Agent and the Designated Collateral Subagent that upon the Depositary Institution being notified by the General Collateral Agent or the Designated Collateral Subagent that an Event of Default has occurred and is continuing, until such time as the General Collateral Agent or the Designated Collateral Subagent shall have furnished it with a subsequent notice either that such Event of Default has been cured or waived or that the General Collateral Agent no longer asserts an interest in any of the Deposit Accounts, (i) the Depositary Institution shall discontinue accepting requests or demands from or on behalf of the Borrower or any Subsidiary for access to, disposition of or possession of any funds on deposit in any Deposit Account, (ii) the Depositary Institution shall, subject to any duty it may have to follow instructions of the Priority Collateral Agent under the Priority Deposit Account Control Agreement, follow the instructions of the General Collateral Agent or the Designated Collateral Subagent (whether acting individually or jointly) as to the holding, investment, transfer or other disposition of all amounts from time to time on deposit in any Deposit Account, and (iii) the Depositary Institution shall, subject to any duty it may have to follow instructions of the Priority Collateral Agent under the Priority Deposit Account Control Agreement, make the Deposit Accounts available to the General Collateral Agent or the Designated Collateral Subagent at such Person's request, all without further consent from or notice to the Borrower or any Subsidiary Grantor and regardless of any instruction it may receive to the contrary from the Borrower or any Subsidiary Grantor or any other Person. In addition, the Borrower and each Subsidiary Grantor agrees that the Depositary Institution may act as the agent of the General Collateral Agent or the Designated Collateral Subagent in exercising as to any funds from time to time on deposit in the Deposit Accounts any rights of set-off provided by applicable law or by any Loan Document. The Borrower and each Subsidiary Grantor agrees that the Depositary Instituti...
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Control of Deposit Accounts. The Customer hereby grants control of each Deposit Account to the Collateral Agent, and the Bank hereby acknowledges the grant of control subject to the terms of this Agreement. Each Deposit Account shall be titled in the Customer’s name and designated as a “Deposit Account” pledged pursuant to Section 2(e) of the Security Agreement. The Customer shall not change the name or account number of any Deposit Account without the prior consent of each Secured Party.
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Control of Deposit Accounts. Upon the satisfaction of the IBM Debt and until all of the Obligations have been satisfied, promptly upon Secured Party's request, Debtor shall, and shall cause its subsidiaries to, enter into one or more control agreements substantially in the form of Exhibit B hereto (each, a "Control Agreement") with the Banks at which Debtor and/or its subsidiaries maintain Deposit Accounts (as defined in Exhibit A hereto) to secure Debtor's Obligations. In furtherance of the foregoing, Debtor shall, promptly upon Secured Party's request, take all actions necessary to ensure that the Control Agreement governing the terms and conditions of each Deposit Account is in form and substance satisfactory to Secured Party pursuant to which, among other things, such Bank shall agree that, upon notice from Secured Party, disbursements from such Deposit Account shall be made only as Secured Party shall direct. Notwithstanding the foregoing, if, upon satisfaction of the IBM Debt, the Debtor (or any of its subsidiaries) obtains new asset-based financing as may be permitted in accordance with SECTION 3.4, the Debtor or such subsidiaries, as the case may be, shall be permitted to grant control over the Deposit Accounts to the lender providing such asset-based financing to the extent (and only to the extent) necessary to obtain and maintain such new asset-based financing.
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Control of Deposit Accounts. 35 Section 8.10. Reserved...................................................35 Section 8.11. Insurance..................................................35 Section 8.12. Payment of Trade Liabilities, Taxes, Etc...................36 Section 8.13. Performance on Borrower's Behalf...........................36 Section 8.14. Evidence of Compliance.....................................36 Section 8.15. Environmental Matters; Environmental Reviews...............36 Section 8.16. Change of Name, Location, Jurisdiction of Incorporation or Organization, or Structure; Additional Filings..........37 Section 8.17. Further Assurances.........................................37 Section 8.18. Proprietary Rights.........................................37 Section 8.19. Reserved...................................................37 ARTICLE IX NEGATIVE COVENANTS..............................................37
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Control of Deposit Accounts. Except as provided by Section 6.1(b) and Section 6.1(d), not later than 90 days after the Agreement Date, Borrower shall cause Administrative Agent to have Control of all of its Deposit Accounts other than any Deposit Account utilized solely for funding payroll and related withholding taxes.
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Control of Deposit Accounts. Until this Indenture terminates in accordance with the terms hereof, the Trustee shall have "control" within the meaning of Section 9-104 of the UCC of any deposit accounts created pursuant to this Indenture. Funds shall be disbursed or paid from deposit accounts strictly in accordance with the terms of this Indenture. The Issuer and the Trustee agree that this Indenture is the only agreement executed by the parties in which any right, title, interest, claim or lien has been or will be created in any deposit account to be established pursuant to this Indenture. Except for compensation to be paid to the Trustee pursuant to Section 11.04 of this Indenture, the Trustee subordinates and waives all claims of the Trustee (acting it is capacity as bank within the meaning of Section 9-102 of the UCC) in any deposit account created under this Indenture to the prior lien and security interest of granted for the benefit of the Registered Owners of the Bonds.
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Control of Deposit Accounts. Such Obligor shall cause Administrative Agent to have Control of all of its Deposit Accounts other than any Deposit Account utilized solely for funding payroll and related withholding taxes. Notwithstanding the foregoing, on or before August 31, 2012, Obligors shall either (a) close each Deposit Account located at TD Bank or Israel Discount Bank, other than any Deposit Account utilized solely for funding payroll and related withholding taxes or for maintaining deposits for or on behalf of employees in respect of health or other benefit plans or (b) cause Administrative Agent to have Control of each such Deposit Account that is the subject of clause (a) preceding.
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Control of Deposit Accounts. The Obligors and their Restricted Subsidiaries shall maintain deposit accounts and securities accounts which are pledged under the Security Agreement only with financial institutions with which they and the Collateral Agent have entered into control agreements in form reasonably satisfactory to the Board, or if the Board Guarantee has terminated without a payment having been made thereunder, the Requisite Lenders (each, a "Control Agreement"). In furtherance thereof, prior to establishing any such deposit account or securities account at any financial institution, each Obligor and its Restricted Subsidiaries shall enter into a Control Agreement with such financial institution and the Collateral Agent, except that the Obligors and their Restricted Subsidiaries shall not be obligated to enter into Control Agreements with respect to deposit accounts and securities accounts (i) pledged under the Security Agreement which are maintained with financial institutions outside the United States and which contain, in the aggregate, no more than $2,000,000 and (ii) the deposit accounts and securities accounts which are Excluded Assets under and as defined in the Security Agreement.
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Related to Control of Deposit Accounts

  • Deposit Accounts and Securities Accounts Set forth on Schedule 4.15 (as updated pursuant to the provisions of the Security Agreement from time to time) is a listing of all of the Loan Parties’ and their Subsidiaries’ Deposit Accounts and Securities Accounts, including, with respect to each bank or securities intermediary (a) the name and address of such Person, and (b) the account numbers of the Deposit Accounts or Securities Accounts maintained with such Person.

  • Administration of Deposit Accounts Schedule 8.5 sets forth all Deposit Accounts maintained by Obligors, including all Dominion Accounts. Each Obligor shall take all actions necessary to establish Agent’s control over each such Deposit Account (other than Excluded Deposit Accounts). Each Obligor shall be the sole account holder of each Deposit Account and shall not allow any Person (other than Agent) to have control over a Deposit Account or any Property deposited therein. Each Obligor shall promptly notify Agent of any opening or closing of a Deposit Account and, with the consent of Agent, will amend Schedule 8.5 to reflect same.

  • Deposit Accounts, Securities Accounts and Commodity Accounts Attached hereto as Schedule 14 is a true and complete list of all Deposit Accounts, Securities Accounts and Commodity Accounts (each as defined in the Security Agreement) maintained by each Pledgor, including the name of each institution where each such account is held, the name of each such account and the name of each entity that holds each account.

  • Control Accounts; Approved Deposit Accounts Each Loan Party shall (i) deposit in an Approved Deposit Account all Cash it receives, (ii) not establish or maintain any Securities Account or Commodities Account that is not a Control Account and (iii) not establish or maintain any Deposit Account other than an Approved Deposit Account, provided however that notwithstanding the foregoing, each Loan Party may (w) maintain zero-balance accounts for the purpose of managing local disbursements and collections and may maintain payroll, withholding tax and other fiduciary accounts, (x) maintain accounts into which amounts are paid by a governmental entity pursuant to one or more Health Care Laws so long as the amounts on deposit therein are transferred each Business Day to an Approved Deposit Account or any other account permitted to be so utilized under this Section 5.14, (y) maintain other accounts as long as the aggregate monthly average daily balance over the immediately preceding 12-month period for all such Loan Parties in all such other accounts does not exceed $3,000,000 at any time and (z) make pledges or cash deposits permitted by Section 6.02.

  • Deposit Accounts; Etc (i) Schedule 5 hereto accurately sets forth, as of the date of this Agreement, for each Grantor, each deposit account maintained by such Grantor (including a description thereof and the respective account number) and the name of the respective bank with which such deposit account is maintained. Subject to Section 4(c) hereof and the terms of the Intercreditor Agreement, for each deposit account that is Collateral (other than the Cash Collateral Account or any other deposit account maintained with the Collateral Agent), the respective Grantor shall use commercially reasonable efforts to cause the bank with which the deposit account is maintained to execute and deliver to the Collateral Agent, (x) in the case of an account located at a bank which is a lender under the Senior Credit Facility, within 30 days after the date of this Agreement (or, if later, the date of the establishment of the respective deposit account), or (y) in the case of an account located at a bank which is a not lender under the Senior Credit Facility, within 45 days after the date of this Agreement (or, if later, the date of the establishment of the respective deposit account), a “control agreement” in form and substance consistent with the deposit account control agreements entered into by the Company pursuant to the Senior Credit Facility, or otherwise acceptable to the Collateral Agent. Subject to Section 10(n)(iii) hereof, if any bank with which a deposit account is maintained refuses to, or does not, enter into such a “control agreement”, then the respective Grantor shall promptly (and in any event within 30 days after the date of this Agreement or, if later, 30 days after the establishment of such account) close the respective deposit account and transfer all balances therein to the Cash Collateral Account or another deposit account meeting the requirements of this Section 4(q). If any bank with which a deposit account is maintained refuses to subordinate all its claims with respect to such deposit account to the Collateral Agent’s security interest therein on terms satisfactory to the Collateral Agent, then the Collateral Agent, at its option, may (x) require that such deposit account be terminated in accordance with the immediately preceding sentence or (y) agree to a “control agreement” without such subordination, provided that in such event the Collateral Agent may at any time, at its option, subsequently require that such deposit account be terminated (within 30 days after notice from the Collateral Agent) in accordance with the requirements of the immediately preceding sentence.

  • Deposit Account (a) On or prior to the Closing Date, the Issuer shall cause the Servicer to establish and maintain, in the name of the Indenture Trustee, for the benefit of the Noteholders and the Certificateholders, the Deposit Account as provided in Section 5.01 of the Sale and Servicing Agreement.

  • Deposit Accounts Neither Borrower nor any Subsidiary shall maintain any Deposit Accounts, or accounts holding Investment Property, except with respect to which Lender has an Account Control Agreement.

  • Deposit Accounts; Securities Accounts The only Deposit Accounts or Securities Accounts maintained by any Grantor on the date hereof are those listed on Schedule 6 (Bank Accounts; Control Accounts), which sets forth such information separately for each Grantor.

  • Establishment of Deposit Account The Financial Institution hereby confirms and agrees that:

  • Securities Accounts If a Collateral Account is a securities account, the Financial Institution agrees that:

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