Common use of Deposit Accounts and Other Accounts Clause in Contracts

Deposit Accounts and Other Accounts. (i) All Deposit Accounts, Securities Accounts and Commodity Accounts and all other depositary, securities, commodity and other accounts maintained by each Loan Party Obligor as of the Sixth Amendment Effective Date are described in the Perfection Certificate delivered on the Sixth Amendment Effective Date, which description includes for each such account the name of the Loan Party Obligor maintaining the account, the name of the financial institution at which the account is maintained, the account number and the purpose of the account, (ii) the only collection Deposit Accounts, lockbox accounts and Deposit Accounts of the Loan Parties into which proceeds of revolving loans under the ABL Documents are directly funded (or that otherwise would constitute ABL Priority Collateral under the Intercreditor Agreement) are those Deposit Accounts maintained at First Republic Bank (routing number ) with account numbers and , (iii) other than those Deposit Accounts specifically referenced in clause (ii) above, all Deposit Accounts and all other depositary and other accounts (including Securities Accounts) of the Loan Parties are Term Priority Deposit Accounts (or, with respect to clause (B) below, Term Priority Collateral) under the Intercreditor Agreement (including (A) all Deposit Accounts maintained at First Republic Bank (routing number ) with account numbers and , and (B) the Securities Account maintained at US Bank (routing number ) with account number Neos: , and (iv) all Deposit Accounts and all other depositary and other accounts indicated in any Perfection Certificate as a Restricted Account or an Excluded Account (as defined in the Security Agreement) meet at all time the requirements set forth in both the definition of Restricted Account and the definition of Excluded Account (as defined in the Security Agreement). (1) All Deposit Accounts, Securities Accounts and Commodity Accounts and all other depositary, securities, commodity and other accounts (other than Restricted Accounts and, in the case of Aytu, that certain deposit account owned by Aytu and maintained by American Express Bank as reflected in the Perfection Certificate delivered on the Sixth Amendment Effective Date, but only so long as such deposit account serves as collateral for the reimbursement obligations of Aytu to American Express Bank) of the Loan Party Obligors are, or, with respect to any such Deposit Accounts, Securities Accounts and Commodity Account of Aytu and its Subsidiaries (other than the Borrower and its Subsidiaries), within sixty (60) days (or such later date as Collateral Agent may agree in its sole discretion) after the Sixth Amendment Effective Date, will be, subject to a Control Agreement in favor of the Collateral Agent (for the benefit of the Secured Parties) at all times, and (2) the Collateral Agent (for the benefit of the Secured Parties) (I) has or, with respect to any such Deposit Accounts, Securities Accounts and Commodity Account of Aytu and its Subsidiaries (other than the Borrower and its Subsidiaries), within sixty (60) days (or such later date as Collateral Agent may agree in its sole discretion) after the Sixth Amendment Effective Date, will have, (X) “control” (as defined in 8-106 and 9-104 of the UCC) of all such accounts and (Y) a first-priority security interest and Lien on all of the Term Priority Deposit Accounts and (III) has a second-priority (or, after the Payment in Full (as defined in the Intercreditor Agreement) of the ABL Priority Debt (as defined in the Intercreditor Agreement), first-priority) security interest and Lien on all of the ABL Priority Deposit Accounts.

Deposit Accounts and Other Accounts. Aytu shall, and shall cause each other Loan Party Obligor, to (iA) All have at all times (or, with respect to any such Deposit Accounts, Securities Accounts and Commodity Accounts Account of Aytu and all its Subsidiaries (other depositarythan the Borrower and its Subsidiaries), securities, commodity at any time from and other accounts maintained by each Loan Party Obligor after the sixtieth (60th) day (or such later date as of the Sixth Amendment Effective Date are described Collateral Agent may agree in the Perfection Certificate delivered on its sole discretion) after the Sixth Amendment Effective Date, which description includes for each such account the name of the Loan Party Obligor maintaining the account, the name of the financial institution at which the account is maintained, the account number and the purpose of the account, (ii) the only collection Deposit Accounts, lockbox accounts and Deposit Accounts of the Loan Parties into which proceeds of revolving loans under the ABL Documents are directly funded (or that otherwise would constitute ABL Priority Collateral under the Intercreditor Agreement) are those Deposit Accounts maintained at First Republic Bank (routing number ) with account numbers and , (iii) other than those Deposit Accounts specifically referenced in clause (ii) above, all Deposit Accounts and all other depositary and other accounts (including Securities Accounts) of the Loan Parties are Term Priority Deposit Accounts (or, with respect to clause (B) below, Term Priority Collateral) under the Intercreditor Agreement (including (A) all Deposit Accounts maintained at First Republic Bank (routing number ) with account numbers and , and (B) the Securities Account maintained at US Bank (routing number ) with account number Neos: , and (iv) all Deposit Accounts and all other depositary and other accounts indicated in any Perfection Certificate as a Restricted Account or an Excluded Account (as defined in the Security Agreement) meet at all time the requirements set forth in both the definition of Restricted Account and the definition of Excluded Account (as defined in the Security Agreement). (1) All Deposit Accounts, Securities Accounts and Accounts, Commodity Accounts and all other depositary, securities, commodity and other accounts (other than Restricted Accounts and, in the case of Aytu, that certain deposit account owned by Aytu and maintained by American Express Bank as reflected in the Perfection Certificate delivered on the Sixth Amendment Effective Date, but only so long as such deposit account serves as collateral for the reimbursement obligations of Aytu to American Express Bank) of the Loan Party Obligors arebe subject to a Control Agreement in favor of the Collateral Agent (for the benefit of the Secured Parties), and (B) cause the Collateral Agent (for the benefit of the Secured Parties) have at all times (or, with respect to any such Deposit Accounts, Securities Accounts and Commodity Account of Aytu and its Subsidiaries (other than the Borrower and its Subsidiaries), within sixty at any time from and after the sixtieth (6060th) days day (or such later date as Collateral Agent may agree in its sole discretion) after the Sixth Amendment Effective Date, will be, subject to a Control Agreement in favor of the Collateral Agent (for the benefit of the Secured Parties) at all times, and (2) the Collateral Agent (for the benefit of the Secured Parties) (I) has or, with respect to any such Deposit Accounts, Securities Accounts and Commodity Account of Aytu and its Subsidiaries (other than the Borrower and its Subsidiaries), within sixty (60) days (or such later date as Collateral Agent may agree in its sole discretion) after the Sixth Amendment Effective Date, will have, (X) “control” (as defined in 8-106 and 9-104 of the UCC) of all such accounts and accounts, (YII) a first-priority security interest and Lien on all of the Term Priority Deposit Accounts and (III) has a second-priority (or, after the Payment in Full (as defined in the Intercreditor Agreement) of the ABL Priority Debt (as defined in the Intercreditor Agreement), first-first priority) security interest and Lien on all of the ABL Priority Deposit Accounts.