Credit Card Processing Agreements Sample Clauses

Credit Card Processing Agreements. Within 90 days after the Closing Date, letter agreements, in form and substance satisfactory to the Required Holders, duly executed by the counterparties to credit card processing agreements to which the Issuer or any Senior Guarantor is a party that account for at least 90% of the credit card processing revenue of the Issuer and the Senior Guarantors, together with a certificate signed by an Authorized Officer of the Issuer and the Senior Guarantors certifying that the schedule of credit processing agreements attached to such certificate account for at least 90% of the credit card processing revenue of the Issuer and the Senior Guarantors; provided, however, if a counterparty refuses to execute such letter agreement, the Issuer or the applicable Senior Guarantor shall terminate the applicable processing agreement and if the Issuer or such Senior Guarantor enters into a new processing agreement, it shall deliver a letter agreement, in form and substance satisfactory to the Required Holders, duly executed by such counterparty within 150 days after the Closing Date. Notwithstanding anything to the contrary set forth in this Agreement, letter agreements, in form and substance satisfactory to the Required Holders, duly executed by the counterparties to credit card processing agreements entered into by Friendfinder Processing Ltd. or Streamray, Inc. (St. Kitts)) or otherwise relating to Federation of St. Kitts and Nevis shall be required to be delivered within 90 days after the Closing Date without regard to any extension of such time period.
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Credit Card Processing Agreements. Within 90 days after the Issue Date, the Obligors shall deliver to the Collateral Agent letter agreements acknowledging the Collateral Agent’s Lien and agreeing that, upon the occurrence and during the continuation of an Event of Default, credit card proceeds shall be wired to an account designated by the Collateral Agent upon notice to the counterparty, in form and substance satisfactory to the Required Holders, duly executed by the counterparties to credit card processing agreements to which the Issuers or any Guarantor is a party that account for at least 80% of the credit card processing revenue of the Issuers and the Guarantors in the aggregate, together with a certificate signed by an Authorized Officer of each Issuer and the Guarantors certifying that the schedule of credit processing agreements attached to such certificate account for at least 80% of the credit card processing revenue of the Issuers and the Guarantors; provided, however, if a counterparty refuses to execute such letter agreement and it is necessary to satisfy the 80% threshold, the Issuers or the applicable Guarantor shall terminate the applicable processing agreement and if the Issuers or such Guarantor enter into a new processing agreement, they shall deliver a letter agreement acknowledging the Collateral Agent’s Lien and agreeing that, upon the occurrence and during the continuation of an Event of Default, credit card proceeds shall be wired to an account designated by the Collateral Agent upon notice to the counterparty, in form and substance satisfactory to the Required Holders, duly executed by such counterparty within 90 days after the execution of such processing agreement. If revenue generated from the credit card processing agreements referenced in the officer certificate at any time (measured at the end of each calendar month) accounts for less than 80% of the credit card processing revenue of the Issuers or any of their Subsidiaries, the Issuers shall within 90 days of such date, deliver additional credit card processing agreements, in form and substance satisfactory to the Required Holders, to account for at least 80% of credit card processing revenue, together with a new certificate signed by an Authorized Officer of each Issuer and the Guarantors certifying that the schedule of credit processing agreements attached to such certificate account for at least 80% of the credit card processing revenue of the Issuers and the Guarantors. Letter agreements previously delive...
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Credit Card Processing Agreements. Enter into any Credit Card Processing Agreement or amend, modify, or supplement any Credit Card Processing, except on terms that are reasonably satisfactory to Foothill.
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Credit Card Processing Agreements. Schedule 4.1(oo) sets forth a complete and accurate list of credit card processing arrangements for each Obligor that account for at least 80% of the credit card processing revenue of the Issuers and the Guarantors in the aggregate.
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Related to Credit Card Processing Agreements

  • Credit Card Agreements Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

  • Deposit Accounts; Credit Card Processors Open new DDAs (other than Excluded DDAs and Retail DDAs) unless the Loan Parties shall have delivered to the Agent appropriate Blocked Account Agreements consistent with the provisions of Section 6.12 and otherwise satisfactory to the Agent. No Loan Party shall maintain any bank accounts or enter into any agreements with Credit Card Issuers or Credit Card Processors other than the ones expressly contemplated herein or in Section 6.12 hereof.

  • Deposit Accounts; Credit Card Arrangements (a) Annexed hereto as Schedule 5.21(a) is a list of all DDAs maintained by the Loan Parties as of the Closing Date, which Schedule includes, with respect to each DDA (i) the name and address of the depository; (ii) the account number(s) maintained with such depository; (iii) a contact person at such depository, and (iv) the identification of each Blocked Account Bank.

  • 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.

  • Customer Agreements In addition to other provisions hereof, MBC ------------------- shall not distribute any Cooperative Application or MBC Product to any Person unless MBC shall have first notified and required such Person to execute a customer agreement: (i) provided by InterTrust; or (ii) provided by MBC that (a) has been previously approved in writing by InterTrust and (b) is in accordance with the terms of this Section 6.2 (the "Customer Agreement"). The ------------------ terms of such Customer Agreement relating to InterTrust Technology may be amended from time to time by InterTrust as may be reasonably necessary to protect InterTrust's rights hereunder, but solely for subsequent executions of such Customer Agreement and as herein provided. The Customer Agreement shall contain, at minimum and as relevant hereunder, terms that: (1) notify MBC customers of the restrictions on MBC's rights with respect to performing Clearinghouse Functions, granting sublicenses, and otherwise restricting the rights of such customers with respect to use of the MBC Product or Cooperative Application, as applicable, especially the InterTrust Technology incorporated therein; (2) prohibit customers from disassembling, modifying or reverse engineering any portion of the InterTrust Technology incorporated in the MBC Product or Cooperative Application; (3) stipulate that such customer has no right to use the MBC Product or Cooperative Application to engage in or perform any Clearinghouse Functions whatsoever without InterTrust's express authorization pursuant to a written license agreement directly between such customer and InterTrust; (4) prohibit such customer from using the Cooperative Application or MBC Product to make and/or exploit any commercial product other than a Vertical Application; (5) provide that the Customer Agreement is to and for InterTrust's benefit and may be enforced by InterTrust at its discretion; and (6) contain such other provisions as stipulated herein. MBC agrees that to the extent any form of Customer Agreement might be deemed to be unenforceable or otherwise ineffective in any jurisdiction, MBC shall substitute other forms of Customer Agreements, or take other actions, as reasonably specified by InterTrust, including, for example, specifying other generally accepted, legally effective forms of Customer Agreement, if such exists for a given jurisdiction, in order to provide InterTrust with legally enforceable protection contemplated hereunder, including protection against implied licenses and claims of patent exhaustion relating to InterTrust Technology. MBC agrees and acknowledges that MBC's performance of its obligations hereunder is necessary for InterTrust to adequately protect its Intellectual Property Rights made available hereunder, and such performance shall constitute a condition precedent to the licenses granted under Article 5 hereof.

  • Control Agreements (i) Except to the extent otherwise excused by Section 7(k)(iv), each Grantor shall obtain an authenticated Control Agreement (which may include a Controlled Account Agreement), from each bank maintaining a Deposit Account or Securities Account for such Grantor;

  • Lockbox The Secured Party may, by notice to the Debtor, require the Debtor to direct each of its account debtors to make payments due under the relevant account or chattel paper directly to a special lockbox to be under the control of the Secured Party. The Debtor hereby authorizes and directs the Secured Party to deposit all checks, drafts and cash payments received in said lockbox into the collateral account established as set forth above.

  • Agreement with Respect to Credit Card Business The Assuming Bank agrees to honor and perform, from and after Bank Closing, all duties and obligations with respect to the Failed Bank’s credit card business, and/or processing related to credit cards, if any, and assumes all outstanding extensions of credit with respect thereto.

  • 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.

  • Service Agreements Manager shall negotiate and execute on behalf of Owner such agreements which Manager deems necessary or advisable for the furnishing of utilities, services, concessions and supplies, for the maintenance, repair and operation of the Property and such other agreements which may benefit the Property or be incidental to the matters for which Manager is responsible hereunder.

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