Controlled Account Agreements Sample Clauses

Controlled Account Agreements. (i) Except to the extent otherwise permitted by Section 6(c)(iv) hereof, each Grantor shall obtain an authenticated Controlled Account Agreement (which may include a Controlled Account Agreement), from each bank maintaining a Deposit Account for such Grantor; (ii) Except to the extent otherwise permitted by Section 6(c)(iv) hereof, each Grantor shall obtain an authenticated Controlled Account Agreement, from each issuer of uncertificated securities, securities intermediary, or commodities intermediary issuing or holding any financial assets or commodities to or for any Grantor; (iii) Except to the extent otherwise permitted by Section 6(c)(iv) hereof, each Grantor shall obtain an authenticated Controlled Account Agreement with respect to all of such Grantor's investment property; (iv) Grantors covenant and agree that, until termination of all of the Commitments and payment in full of the Obligations, the Grantors will not and will not permit any of their Subsidiaries to make, acquire, or permit to exist any to Deposit Accounts or Securities Accounts unless Grantors or their Subsidiaries, as applicable, and the applicable bank or securities intermediary have entered into Controlled Account Agreements with Agent governing such Deposit Accounts or Securities Accounts in order to perfect (and further establish) Administrative Agent's Liens in such Deposit Accounts or Securities Accounts other than (1) amounts deposited into Deposit Accounts specially and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the Grantors or their Subsidiaries' employees, (2) an aggregate amount of not more than $250,000 (calculated at current exchange rates) at any one time, in the case of Subsidiaries of the Grantors that are CFCs, and (3) an aggregate amount of not more than $100,000 at any one time, in the case of the Grantors and their Subsidiaries (other than those Subsidiaries that are CFCs). Except as provided in Section 6.11(c)(iv)(1) through (3), the Grantors shall not and shall not permit their Subsidiaries to establish or maintain any Deposit Account or Securities Account unless Agent shall have received a Controlled Account Agreement in respect of such Deposit Account or Securities Account.
Sample 1
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Controlled Account Agreements. (i) If requested by Agent in its reasonable discretion, within 15 days of Agent’s request (or such later date as Agent may agree in its sole discretion), each Grantor (I) shall obtain an authenticated Controlled Account Agreement from each bank maintaining a Deposit Account for such Grantor (excluding, for purposes of this clause (I): (1) Deposit Accounts specially and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the Grantors or their Subsidiaries’ employees, (2) Deposit Accounts with amounts on deposit at any one time of not more than $250,000 in any single Deposit Account of a Grantor or an aggregate amount $500,000 at any one time in all such Deposit Accounts of all Grantors, and (3) Deposit Accounts specially and exclusively used as disbursement accounts and zero balance accounts), and (II) shall use commercially reasonable efforts to obtain an authenticated Controlled Account Agreement from each bank maintaining a Deposit Account specially and exclusively used as disbursement accounts and zero balance accounts for such Grantor; (ii) If requested by Agent in its reasonable discretion, each Grantor shall obtain an authenticated Controlled Account Agreement from each issuer of uncertificated securities, securities intermediary, or commodities intermediary issuing or holding any financial assets or commodities to or for any Grantor; (iii) If requested by Agent in its reasonable discretion, each Grantor shall obtain an authenticated Controlled Account Agreement with respect to all of such Grantor’s investment property;
Sample 1
Controlled Account Agreements. (i) Except to the extent otherwise excused by the Credit Agreement, each Grantor shall obtain an authenticated Controlled Account Agreement, from each bank maintaining a Deposit Account for such Grantor; (ii) Except to the extent otherwise excused by the Credit Agreement, each Grantor shall obtain an authenticated Controlled Account Agreement, from each issuer of uncertificated securities, securities intermediary, or commodities intermediary issuing or holding any financial assets or commodities to or for any Grantor; (iii) Except to the extent otherwise excused by the Credit Agreement, each Grantor shall obtain an authenticated Controlled Account Agreement with respect to all of such Grantor’s electronic chattel paper, investment property, and letter-of-credit rights;
Sample 1
Controlled Account Agreements. (i) Except to the extent otherwise excused by the Second Lien Term Loan Agreement or this Agreement, within fifteen (15) days following the Closing Date (or such longer period as the Collateral Agent may agree to), each Pledgor shall obtain an authenticated Controlled Account Agreement, from each bank maintaining a Deposit Account for such Pledgor; (ii) Except to the extent otherwise excused by the Second Lien Term Loan Agreement or this Agreement, within fifteen (15) days following the Closing Date (or such longer period as the Collateral Agent may agree to), each Pledgor shall obtain an authenticated Controlled Account Agreement, from each issuer of uncertificated securities, securities intermediary, or commodities intermediary issuing or holding any financial assets or commodities to or for any Pledgor; and (iii) Except to the extent otherwise excused by the Second Lien Term Loan Agreement or this Agreement, each Pledgor shall obtain an authenticated Controlled Account Agreement with respect to all of such Pledgor’s electronic chattel paper, investment property, and letter-of-credit rights. provided, however, that the provisions of this Section 8(c) shall not apply to (x) an aggregate amount of not more than $250,000 at any one time, in the case of the Borrower and each other Pledgor, that would otherwise be subject to the authenticated Controlled Account Agreement requirement under this Section 8(c) and (y) amounts deposited in Deposit Accounts specially and exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the Borrower’s or the other Pledgors’ employees.
Sample 1
Controlled Account Agreements. The Agent and the Lenders shall have received a duly executed Controlled Account Agreement, in form and substance satisfactory to the Lenders, with respect to each Deposit Account of the Borrower and each Guarantor.
Sample 1
Controlled Account Agreements. The Borrowers shall have, and shall have caused each Bank to, enter into Controlled Account Agreements (or amendments to existing Controlled Account Agreements) governing all Collateral Accounts to provide for “control” (as defined in Section 9-104 of the UCC) and springing dominion by the Agent over all assets deposited therein in accordance with the provisions of the Credit Agreement, as amended hereby, each such agreement (or amendment, as the case may be) to be in form and substance reasonably acceptable to the Agent.
Sample 1
Controlled Account Agreements. Within twenty (20) business days after the Closing Date, each Controlled Account Bank (as defined in the Notes) and the Collateral Agent shall have duly executed and delivered to such Buyer a Controlled Account Agreement (as defined in the Notes) with respect to each account of the Company or any of the other Grantors held at such Controlled Account Bank.
Sample 1
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Related to Controlled Account Agreements

  • Account Agreement Lender shall have received the original of the Account Agreement executed by each of Cash Management Bank and Borrower.

  • Controlled Accounts Each of the parties hereto hereby agrees that (i) each Controlled Account is intended to be a “securities account” or “deposit account” within the meaning of the UCC and (ii) except as otherwise expressly provided herein and in the Collection Account Agreement or Unfunded Exposure Account Agreement, as applicable, prior to the delivery of a notice of exclusive control, the Borrower, the Servicer and the Trustee (acting at the direction of the Agent) shall be entitled to exercise the rights that comprise each Financial Asset held in each Controlled Account which is a securities account and have the right to direct the disposition of funds in any Controlled Account which is a deposit account; provided that after the delivery of a notice of exclusive control, such rights shall be exclusively held by the Trustee (acting at the direction of the Agent). Each of the parties hereto hereby agrees to cause the securities intermediary that holds any money or other property for the Borrower in a Controlled Account that is a securities account to agree with the parties hereto that (A) the cash and other property (subject to Section 6.04(f) below with respect to any property other than investment property, as defined in Section 9-102(a)(49) of the UCC) is to be treated as a Financial Asset under Article 8 of the UCC and (B) regardless of any provision in any other agreement, for purposes of the UCC, with respect to the Controlled Accounts, New York shall be deemed to be the Bank’s jurisdiction (within the meaning of Section 9-304 of the UCC) and the securities intermediary’s jurisdiction (within the meaning of Section 8-110 of the UCC). All securities or other property underlying any Financial Assets credited to the Controlled Accounts in the form of securities or instruments shall be registered in the name of the Bank or if in the name of the Borrower or the Trustee, Indorsed to the Bank, Indorsed in blank, or credited to another securities account maintained in the name of the Bank, and in no case will any Financial Asset credited to the Controlled Accounts be registered in the name of the Borrower, payable to the order of the Borrower or specially Indorsed to the Borrower, except to the extent the foregoing have been specially Indorsed to the Bank or Indorsed in blank.

  • Deposit Account Control Agreements the Deposit Account control agreements to be executed by each institution maintaining a Deposit Account for an Obligor, in favor of Agent, for the benefit of Secured Parties, as security for the Obligations.

  • Deposit Account Control Agreement control agreement satisfactory to Agent executed by an institution maintaining a Deposit Account for an Obligor, to perfect Agent’s Lien on such account.

  • Account Control Agreements Account Control Agreements for all of Borrower’s deposit accounts and accounts holding securities duly executed by all of the parties thereto, in the forms provided by or reasonably acceptable to Lender.

  • Control Agreements Borrower agrees that it will not transfer assets out of any Securities Accounts other than as permitted under Section 7.19 and, if to another securities intermediary, unless each of Borrower, Lender, and the substitute securities intermediary have entered into a Control Agreement. No arrangement contemplated hereby or by any Control Agreement in respect of any Securities Accounts or other Investment Property shall be modified by Borrower without the prior written consent of Lender. Upon the occurrence and during the continuance of a Default or Event of Default, Lender may notify any securities intermediary to liquidate the applicable Securities Account or any related Investment Property maintained or held thereby and remit the proceeds thereof to the Lender's Account.

  • Blocked Accounts Agent shall have received duly executed agreements establishing the Blocked Accounts or Depository Accounts with financial institutions acceptable to Agent for the collection or servicing of the Receivables and proceeds of the Collateral;

  • Collateral Accounts The Borrower agrees and confirms that (a) pursuant to the Collateral Agency Agreement, it has caused to be established at the Collateral Agent each of the Construction Account, Construction Payment Subaccount, Punchlist Retention Subaccount, the Operating Account, the Debt Service Reserve Account, the Debt Service Accrual Account, the Insurance Proceeds Account, the Income Tax Reserve Account, the Distribution Account and the Revenue Account, in each case in the name of the Collateral Agent and (b) it has instructed (or, on or before the effectiveness of each Project Document that is entered into after the date hereof, will instruct) each of the other parties to the Project Documents that all payments constituting Project Revenues due or to become due to the Borrower under or in connection with each such Project Document shall be made directly to the Collateral Agent for deposit to the Revenue Account in accordance with the terms of the Collateral Agency Agreement. If, notwithstanding the foregoing, any such payment or proceeds are remitted directly to the Borrower, the Borrower shall hold such funds in trust for the Collateral Agent and shall promptly remit such payments for deposit to the Revenue Account in accordance with the Collateral Agency Agreement. In addition to the foregoing, the Borrower agrees that if the proceeds of any Collateral hereunder (including the payments made in respect of the Collateral Accounts) shall be received by it, the Borrower shall as promptly as possible transfer such Proceeds to the Collateral Agent for deposit to the Reserve Account. Until so deposited, all such proceeds shall be held in trust by the Borrower for and as the property of the Collateral Agent and shall not be commingled with any other funds or property of the Borrower.

  • 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.

  • Cash Management Account (a) During the term of the Loan, Borrower shall cause Mortgage Borrower and Senior Mezzanine Borrower to comply with Section 2.6.3 of the Mortgage Loan Agreement and Senior Mezzanine Loan Agreement (as applicable) which may require the establishment of the Cash Management Account to be held by and in trust for the benefit of Mortgage Lender. All costs and expenses for establishing and maintaining the Cash Management Account shall be paid by Mortgage Borrower. (b) Borrower shall not cause or permit Mortgage Borrower or Operating Company to further pledge, assign or grant any security interest in the Cash Management Account or the monies deposited therein or permit any lien or encumbrance to attach thereto, or any levy to be made thereon, or any UCC-1 Financing Statements, except those naming Mortgage Lender as the secured party, to be filed with respect thereto. (c) Borrower hereby agrees that in the event that (i) the Mortgage Loan Documents require Mortgage Borrower and/or Operating Company to maintain the Cash Management Account, but (due to repayment of the Mortgage Loan, waiver of the requirement by Mortgage Lender, or otherwise) the Cash Management Account is not being maintained and (ii) the Cash Management Account is not being maintained under Section 2.6.3 of the Senior Mezzanine Loan Agreement, Borrower shall establish a cash management account and system with Lender substantially the same as that required under the Mortgage Loan Documents. If Borrower is required to deposit amounts with Lender pursuant to Article VII hereof, Borrower shall establish a cash management account and system with Lender substantially the same as that required under the Mortgage Loan Documents (and shall otherwise comply with the provisions of Section 2.6.2 of the Mortgage Loan Documents, and grant to Lender security interests in such accounts for the benefit of Lender, as if such provisions were incorporated herein for the benefit of Lender).

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