Control of Lock-Box Accounts. Upon the occurrence of any Termination Event or Unmatured Termination Event, the Agent may give notice to each Lock-Box Bank, the Collection Account Bank and the Liquidation Account Bank that the Agent is exercising its rights under the Lock-Box Agreements, the Collection Account Agreement and the Liquidation Account Agreement to do any or all of the following: (i) to have the exclusive ownership and control of the Lock-Box Accounts, the Collection Account and the Liquidation Account transferred to the Agent and to exercise exclusive dominion and control over the funds deposited therein, (ii) to have the proceeds that are sent to the respective Lock-Box Accounts be redirected pursuant to its instructions rather than deposited in the applicable Lock-Box Account, and (iii) to take any or all other actions permitted under the applicable Lock-Box Agreement, the Collection Account Agreement and the Liquidation Account Agreement. The Seller hereby agrees that if the Agent at any time takes any action set forth in the preceding sentence, the Agent shall have exclusive control of the proceeds (including Collections) of all Pool Receivables and the Seller hereby further agrees to take any other action that the Agent may reasonably request to transfer such control. Any proceeds of Pool Receivables received by the Seller, as Servicer or otherwise, thereafter shall be sent immediately to the Agent. The parties hereto hereby acknowledge that if at any time the Agent takes control of any Lock-Box Account, the Collection Account and the Liquidation Account, the Agent shall not have any rights to the funds therein in excess of the unpaid amounts due to the Agent, the Purchaser or any other Person hereunder; it being understood that the Agent and the Purchaser shall have no rights hereunder with respect to any misapplied collections referred to in SECTION 4.2(B) above.
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Control of Lock-Box Accounts. Upon The Agent may at any time upon the occurrence of any a Termination Event or Unmatured Termination Event, the Agent may give notice to each Lock-Box Bank, the Collection Account Bank and the Liquidation Account Bank that the Agent is exercising its rights under the Lock-Box Agreements, the Collection Account Agreement and the Liquidation Account Agreement to do any or all of the following: (i) to have the exclusive ownership and control of the Lock-Box AccountsAccounts to the extent provided in the related Lock-Box Agreement, the Collection Account and the Liquidation Account transferred to the Agent and to exercise exclusive dominion and control over the funds deposited therein, (ii) following the occurrence and during the continuance of a Termination Event, to have the proceeds that are sent to the respective Lock-Box Accounts be redirected pursuant to its instructions rather than deposited in the applicable Lock-Box Account, and (iii) to take any or all other actions permitted under the applicable Lock-Box Agreement, the Collection Account Agreement and the Liquidation Account Agreement. The Seller hereby agrees that if the Agent at any time takes any action set forth in the preceding sentence, the Agent shall have exclusive control of the proceeds (including Collections) of all Pool Receivables and the Seller hereby further agrees to take any other action that the Agent may reasonably request to transfer such control. Any proceeds of Pool Receivables received by the Seller, as Servicer Seller or otherwisethe Servicer, thereafter shall be sent immediately to the Agent. The parties hereto hereby acknowledge that if at any time the Agent takes control of any Lock-Box Account, the Collection Account and the Liquidation Account, the Agent shall not have any rights to the funds therein in excess of the unpaid amounts due to the Agent, the Purchaser or any other Person hereunder; it being understood that , and the Agent and shall distribute or cause to be distributed such funds in accordance with Section 1.4 (as if the Purchaser shall have no rights hereunder with respect to any misapplied collections referred to in SECTION 4.2(B) abovefunds were held by the Servicer thereunder).
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Samples: Receivables Purchase Agreement (Imperial Sugar Co /New/)
Control of Lock-Box Accounts. Upon the occurrence of any Termination Event or Unmatured Termination Event, the The Agent may at any time give notice to each Lock-Box Bank, the Collection Account Bank and the Liquidation Account Bank that the Agent is exercising its rights under the Lock-Box Agreements, the Collection Account Agreement and the Liquidation Account Agreement to do any or all of the following: (i) to have the exclusive ownership and control of the Lock-Box Accounts, the Collection Account and the Liquidation Account transferred to the Agent and to exercise exclusive dominion and control over the funds deposited therein, (ii) to have the proceeds that are sent to the respective Lock-Box Accounts be redirected pursuant to its instructions rather than deposited in the applicable Lock-Box Account, and (iii) to take any or all other actions permitted under the applicable Lock-Box Agreement, the Collection Account Agreement and the Liquidation Account Agreement. The Seller hereby agrees that if the Agent at any time takes any action set forth in the preceding sentence, the Agent shall have exclusive control of the proceeds (including Collections) of all Pool Receivables and the Seller hereby further agrees to take any other action that the Agent may reasonably request to transfer such control. Any proceeds of Pool Receivables received by the Seller, as Servicer or otherwise, thereafter shall be sent immediately to the Agent. The parties hereto hereby acknowledge that if at any time the Agent takes control of any Lock-Box Account, the Collection Account and the Liquidation Account, the Agent shall not have any rights to the funds therein in excess of the unpaid amounts due to the Agent, the Purchaser or any other Person hereunder; it being understood that the Agent and the Purchaser shall have no rights hereunder with respect to any misapplied collections referred to in SECTION 4.2(B) above.
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Samples: Receivables Purchase Agreement (Warren S D Co /Pa/)
Control of Lock-Box Accounts. Upon The Administrator may or, upon the occurrence direction of the Majority Purchasers, shall, at any Termination Event or Unmatured Termination Event, the Agent may time give notice to each Lock-Box Bank, the Collection Account Bank and the Liquidation Account Bank that the Agent Administrator is exercising its rights under the Lock-Box Agreements, the Collection Account Agreement and the Liquidation Account Agreement to do any or all of the following: (i) to have the exclusive ownership and control of the Lock-Box AccountsAccounts to the extent provided in the related Lock-Box Agreement, the Collection Account and the Liquidation Account transferred to the Agent Administrator and to exercise exclusive dominion and control over the funds deposited therein, (ii) to have the proceeds that are sent to the respective Lock-Box Accounts be redirected pursuant to its instructions rather than deposited in the applicable Lock-Box Account, and (iii) to take any or all other actions permitted under the applicable Lock-Box Agreement, the Collection Account Agreement and the Liquidation Account Agreement. The Seller hereby agrees that if the Agent Administrator at any time takes any action set forth in the preceding sentence, the Agent Administrator shall have exclusive control 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, as Servicer Seller or otherwisethe Servicer, thereafter shall be sent immediately to the AgentAdministrator. The parties hereto hereby acknowledge that if at any time the Agent Administrator takes control of any Lock-Box Account, the Collection Account and the Liquidation Account, the Agent Administrator shall not have any rights to the funds therein in excess of the unpaid amounts due to the AgentAdministrator, the Purchaser Groups or any other Person hereunder; it being understood that . The parties hereto hereby further acknowledge that, as of the Agent and Closing Date, the Purchaser shall have no rights hereunder with respect to any misapplied collections referred to in SECTION 4.2(B) aboveAdministrator has exclusive control of each of the Lock-Box Accounts.
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Samples: Receivables Purchase Agreement (Pilgrims Pride Corp)