Controlled Deposit Account. On or prior to the date that is sixty (60) days following the Closing Date (or such later date as the Lender may permit), enter into a Control Agreement with respect to each Deposit Account listed on Schedule 6.19, other than Excluded Deposit Accounts, which shall include all lockboxes and related lockbox accounts used for the collection of Accounts. From and after the date that is sixty (60) days following the Closing Date (or such later date as the Lender may permit), each Loan Party agrees that all invoices rendered and other requests made by any Loan Party for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a Controlled Deposit Account in its name. At the written request of the Lender, the Borrower shall cause bank statements and/or other reports to be delivered to the Lender not less often than monthly, accurately setting forth all amounts deposited in each Controlled Deposit Account to ensure the proper transfer of funds as set forth above. All remittances received by any Loan Party on account of Accounts, together with the proceeds of any other Collateral, shall be held as the Lender’s property, for its benefit and the benefit of the Lender, by such Loan Party as trustee of an express trust for the Lender’s benefit and such Loan Party shall immediately deposit same in kind in a Controlled Deposit Account. The Lender retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that a Loan Party’s Accounts have been assigned to the Lender and to collect such Loan Party’s Accounts directly in its own name, or in the name of the Lender’s agent, and to charge the collection costs and expenses, including reasonable attorneys’ fees, to the Loan Account.
Controlled Deposit Account. (a) any Deposit Account of an Obligor in existence on the Closing Date and identified on Schedule 8.5 as a “Controlled Deposit Account” and (b)(i) any Deposit Account opened by an Obligor following the Closing Date that at any time has a balance in excess of $250,000 or (ii) any two or more Deposit Accounts opened by the Obligors following the Closing Date that at any time have an aggregate balance in excess of $500,000 (provided that in no event shall any Deposit Account used solely for the purpose of making tax, payroll, or employee benefit payments be a “Controlled Deposit Account”).
Controlled Deposit Account. Borrow shall maintain a daily balance in the Controlled Deposit Account of at least (a) Two Million Five Hundred Thousand Dollars ($2,500,000.00) at all times through February 10, 2015 and (b) One Million Dollars ($1,000,000) at all times thereafter.
Controlled Deposit Account. On or prior to the Closing Date, the relevant Borrower shall enter into a Control Agreement with the Lender and the relevant Controlled Account Bank with respect to each Deposit Account listed on Schedule 6.19 (other than Excluded Deposit Accounts), which shall include all lockboxes and related lockbox accounts used for the collection of Accounts; provided, however, that with respect to any Deposit Account maintained in Canada and any Deposit Account maintained by the Target as of the Acquisition Closing Date, the Borrowers shall have forty-five (45) (or such longer period as may be permitted by Lender in its Credit Judgment) days after the Closing Date to deliver to the Lender a Control Agreement with respect thereto duly executed by the respective Borrower and the relevant Controlled Account Bank. Each Loan Party agrees that all invoices rendered and other requests made by any Loan Party for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a Controlled Deposit Account in its name. The Borrower Agent shall cause bank statements and/or other reports to be delivered to the Lender not less often than monthly, accurately setting forth all amounts deposited in each Deposit Account to ensure the proper transfer of funds as set forth above. All remittances received by any Loan Party on account of Accounts, together with the proceeds of any other Collateral, shall be held as the Lender’s property, for its benefit and the benefit of the Lender, by such Loan Party as trustee of an express trust for the Lender’s benefit and such Loan Party shall immediately deposit same in kind in a Controlled Deposit Account. The Lender retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that a Loan Party’s Accounts have been assigned to the Lender and to collect such Loan Party’s Accounts directly in its own name, or in the name of the Lender’s agent, and to charge the collection costs and expenses, including reasonable attorneys’ fees, to the Loan Account.
