Common use of Deposit Account Collateral Clause in Contracts

Deposit Account Collateral. Bank hereby represents, warrants and covenants with and to Agent and Lenders that: (a) Bank has established and will maintain the Deposit Accounts and has identified the Company as the sole owner of the Deposit Accounts, subject to the rights of Agent therein as provided herein; (b) the records of Bank do not reflect, and it has not received any notice of, any assignment or pledge of, or security interest in the Deposit Accounts or any of the other Deposit Account Collateral (other than the pledge and security interest of Agent referred to herein), or any notice of any adverse claim with respect to any of the same; (c) Bank has not entered and will not enter into any agreement with any person other than Agent by which it is obligated for any reason to comply with instructions from such other person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral; (d) Bank will not agree that any person other than the Company or Agent is the Bank's customer with respect to any Deposit Account; (e) Schedule 1 is a correct and complete list of the Deposit Accounts as of the date hereof and each of them constitutes a "deposit account" as such term is defined in the UCC; (f) effective as of the Effective Date (as hereinafter defined), the title of the Collection Account shall be changed to "Xxxxxxx Fabrics, Inc. -- Wachovia Bank, National Association as Agent Blocked Account"; (g) Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for Agent and for the benefit of Agent; and (h) Bank is hereby irrevocably authorized and instructed to change the designation of the customer on any Deposit Account to Agent upon the request of Agent and Bank shall so change the customer promptly upon such request by Agent.

Deposit Account Collateral. Bank hereby represents, warrants and covenants with and to Agent the Trustee and Lenders the Holders that: (a) Bank has established and will maintain the Deposit Accounts and has identified the Company as the sole owner of the Deposit Accounts, subject to the rights therein of the Agent therein and the Lenders under the First Lien Agreement, and of the Trustee and the Holders as provided herein; (b) the records of Bank do not reflect, and it has not received any notice of, any assignment or pledge of, or security interest in in, the Deposit Accounts or any of the other Deposit Account Collateral (other than the pledge and security interest of Agent and the Lenders referred to in the First Lien Agreement and of the Trustee and the Holders referred to herein), or any notice of any adverse claim with respect to any of the same; (c) Bank has not entered and will not enter into any agreement with any person person, other than Agent pursuant to the First Lien Agreement or the Trustee as set forth herein, by which it is obligated for any reason to comply with instructions from such other person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral; (d) Bank will not agree that any person other than the Company Company, Agent or Agent the Trustee is the Bank's ’s customer with respect to any Deposit Account; (e) Schedule 1 is a correct and complete list of the Deposit Accounts as of the date hereof and are each of them constitutes a "“deposit account" ” as such term is defined in the UCC; (f) effective as of the Effective Date UCC (as hereinafter defined), the title of the Collection Account shall be changed to "Xxxxxxx Fabrics, Inc. -- Wachovia Bank, National Association as Agent Blocked Account"; (g) Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for Agent for the benefit of Agent and the Lenders, and for the Trustee and for the benefit of Agentitself and the Holders, subject to the terms and provisions of the First Lien Agreement1 and of this Agreement; and (h) Bank is hereby irrevocably authorized and instructed to change the designation of the customer on any Deposit Account to Agent upon the request of Agent and Bank shall so change the customer designation promptly upon such request by Agent; and Bank is hereby irrevocably authorized and instructed to change the designation of the customer on any Deposit Account to the Trustee upon the request of the Trustee and Bank shall so change the customer designation promptly upon such request by the Trustee; provided, however, that the Trustee agrees that the Bank shall have no duty to comply with any such request until the Bank has received written notice from Agent that states the Agent has terminated the First Lien Agreement and identifies such written notice as a “Termination Notice” (such written notice from the Agent to the Bank hereinafter referred to as a “Termination Notice”). The Company hereby confirms to Bank that the Company has granted to the Trustee, as collateral security for the Company’s obligations to the Trustee and the Holders under the Indenture, a second priority security interest in and Lien on the Deposit Account Collateral, and Bank hereby acknowledges such second priority security interest in and Lien on the Deposit Account Collateral. This Agreement shall be inapplicable to any account maintained by Company at Bank other than the Deposit Accounts, the Payroll Accounts and the Store Accounts.

Deposit Account Collateral. Bank hereby represents, warrants and covenants with and to Agent the Trustee and Lenders the Holders that: (a) Bank has established and will maintain the Deposit Accounts Account and has identified the Company as the sole owner of the Deposit AccountsAccount, subject to the rights therein of the Agent therein and the Lenders under the First Lien Agreement, and of the Trustee and the Holders as provided herein; (b) the records of Bank do not reflect, and it has not received any notice of, any assignment or pledge of, or security interest in in, the Deposit Accounts Account or any of the other Deposit Account Collateral (other than the pledge and security interest of Agent and the Lenders referred to in the First Lien Agreement and of the Trustee and the Holders referred to herein), or any notice of any adverse claim with respect to any of the same; (c) Bank has not entered and will not enter into any agreement with any person person, other than Agent pursuant to the First Lien Agreement or the Trustee as set forth herein, by which it is obligated for any reason to comply with instructions from such other person as to the disposition of funds in or from the Deposit Accounts Account or with respect to any other dealings with any of the Deposit Account Collateral; (d) Bank will not agree that any person other than the Company Company, Agent or Agent the Trustee is the Bank's ’s customer with respect to any the Deposit Account; (e) Schedule 1 the Deposit Account is a correct and complete list of the Deposit Accounts as of the date hereof and each of them constitutes a "“deposit account" ” as such term is defined in the UCC; (f) effective as of the Effective Date UCC (as hereinafter defined), the title of the Collection Account shall be changed to "Xxxxxxx Fabrics, Inc. -- Wachovia Bank, National Association as Agent Blocked Account"; (g) Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for Agent for the benefit of Agent and the Lenders, and for the Trustee and for the benefit of Agentitself and the Holders, subject to the terms and provisions of the First Lien Agreement and of this Agreement; and (h) Bank is hereby irrevocably authorized and instructed to change the designation of the customer on any the Deposit Account to Agent upon the request of Agent and Bank shall so change the customer designation promptly upon such request by Agent; and Bank is hereby irrevocably authorized and instructed to change the designation of the customer on the Deposit Account to the Trustee upon the request of the Trustee and Bank shall so change the customer designation promptly upon such request by the Trustee; provided, however, that the Trustee agrees that the Bank shall have no duty to comply with any such request until the Bank has received written notice from Agent that states the Agent has terminated the First Lien Agreement and identifies such written notice as a “Termination Notice” (such written notice from the Agent to the Bank hereinafter referred to as a “Termination Notice”). The Company hereby confirms to Bank that the Company has granted to the Trustee, as collateral security for the Company’s obligations to the Trustee and the Holders under the Indenture, a second priority security interest in and Lien on the Deposit Account Collateral, and Bank hereby acknowledges such second priority security interest in and Lien on the Deposit Account Collateral. This Agreement shall be inapplicable to any account maintained by Company at Bank other than the Deposit Account, the Payroll Accounts and the Store Accounts.

Deposit Account Collateral. Bank hereby represents, warrants and covenants with and to Agent and Lenders that: (a) Bank has established and will maintain the Deposit Accounts and has identified the Company as the sole owner of the Deposit Accounts, subject to the rights of Agent therein as provided herein; (b) the records of Bank do not reflect, and it has not received any notice of, any assignment or pledge of, or security interest in the Deposit Accounts or any of the other Deposit Account Collateral (other than the pledge and security interest of Agent referred to herein), or any notice of any adverse claim with respect to any of the same; (c) Bank has not entered and will not enter into any agreement with any person other than Agent by which it is obligated for any reason to comply with instructions from such other person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral; (d) Bank will not agree that any person other than the Company or Agent is the Bank's ’s customer with respect to any Deposit Account; (e) Schedule 1 is a correct and complete list of the Deposit Accounts as of the date hereof and are each of them constitutes a "“deposit account" ” as such term is defined in the UCC; (f) effective as of the Effective Date (as hereinafter defined), the title of the Collection Account shall be changed to "Xxxxxxx Fabrics, Inc. -- Wachovia Bank, National Association as Agent Blocked Account"; (g) Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for Agent and for the benefit of Agent, subject to the terms and provisions of this Amended Agreement; and (h) Bank is hereby irrevocably authorized and instructed to change the designation of the customer on any Deposit Account to Agent upon the request of Agent and Bank shall so change the customer promptly upon such request by Agent. This Amended Agreement shall be inapplicable to any account maintained by Company at Bank other than the Deposit Accounts, the Payroll Accounts and the Store Accounts.

Deposit Account Collateral. Bank hereby represents, warrants and covenants with and to Agent and Lenders that: (a) Bank has established and will maintain the Deposit Accounts Account and has identified the Company as the sole owner of the Deposit AccountsAccount, subject to the rights of Agent therein as provided herein; (b) the records of Bank do not reflect, and it has not received any notice of, any assignment or pledge of, or security interest in the Deposit Accounts Account or any of the other Deposit Account Collateral (other than the pledge and security interest of Agent referred to herein), or any notice of any adverse claim with respect to any of the same; (c) Bank has not entered and will not enter into any agreement with any person other than Agent by which it is obligated for any reason to comply with instructions from such other person as to the disposition of funds in or from the Deposit Accounts Account or with respect to any other dealings with any of the Deposit Account Collateral; (d) Bank will not agree that any person other than the Company or Agent is the Bank's ’s customer with respect to any the Deposit Account; (e) Schedule 1 the Deposit Account is a correct and complete list of the Deposit Accounts as of the date hereof and each of them constitutes a "“deposit account" ” as such term is defined in the UCC; (f) effective as of the Effective Date UCC (as hereinafter defined), the title of the Collection Account shall be changed to "Xxxxxxx Fabrics, Inc. -- Wachovia Bank, National Association as Agent Blocked Account"; (g) Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for Agent and for the benefit of Agent, subject to the terms and provisions of this Agreement; and (h) Bank is hereby irrevocably authorized and instructed to change the designation of the customer on any the Deposit Account to Agent upon the request of Agent and Bank shall so change the customer promptly upon such request by Agent. The Company hereby confirms to Bank that the Company has granted to Agent, as collateral security for the Company’s obligations to the Agent and Lenders under the Loan Agreement, a security interest in and Lien on the Deposit Account Collateral, and Bank hereby acknowledges such security interest in and Lien on the Deposit Account Collateral. This Agreement shall only apply to the Deposit Account.

Deposit Account Collateral. Bank hereby represents, warrants and covenants with and to Agent and Lenders that: (a) Bank has established and will maintain the Deposit Accounts and has identified the Company as the sole owner of the Deposit Accounts, subject to the rights of Agent therein as provided herein; (b) the records of Bank do not reflect, and it has not received any notice of, any assignment or pledge of, or security interest in the Deposit Accounts or any of the other Deposit Account Collateral (other than the pledge and security interest of Agent referred to herein), or any notice of any adverse claim with respect to any of the same; (c) Bank has not entered and will not enter into any agreement with any person other than Agent by which it is obligated for any reason to comply with instructions from such other person as to the disposition of funds in or from the Deposit Accounts or with respect to any other dealings with any of the Deposit Account Collateral; (d) Bank will not agree that any person other than the Company or Agent is the Bank's ’s customer with respect to any Deposit Account; (e) Schedule 1 is a correct and complete list of the Deposit Accounts as of the date hereof and are each of them constitutes a "“deposit account" ” as such term is defined in the UCC; (f) effective as of the Effective Date UCC (as hereinafter defined), the title of the Collection Account shall be changed to "Xxxxxxx Fabrics, Inc. -- Wachovia Bank, National Association as Agent Blocked Account"; (g) Bank acknowledges that it holds and will hold possession of the Deposit Account Collateral consisting of instruments and money as bailee for Agent and for the benefit of Agent, subject to the terms and provisions of this Agreement; and (h) Bank is hereby irrevocably authorized and instructed to change the designation of the customer on any Deposit Account to Agent upon the request of Agent and Bank shall so change the customer promptly upon such request by Agent. The Company hereby confirms to Bank that the Company has granted to Agent, as collateral security for the Company’s obligations to the Agent and Lenders under the Loan Agreement, a security interest in and Lien on the Deposit Account Collateral, and Bank hereby acknowledges such security interest in and Lien on the Deposit Account Collateral. This Agreement shall be inapplicable to any account maintained by Company at Bank other than the Deposit Accounts, the Payroll Accounts and the Store Accounts.