Deposit Accounts, Commodity Accounts and Securities Accounts. The Borrower and each Guarantor will cause each of their respective Deposit Accounts, Commodity Accounts or Securities Accounts (in each case, other than Excluded Accounts) to at all times be subject to an Account Control Agreement. Notwithstanding anything else to the contrary in this Agreement or in any other Loan Document, for each Deposit Account, Securities Account and Commodity Account (in each case, other than Excluded Accounts) that such Credit Party at any time maintains, such Credit Party will, substantially contemporaneously with the opening of such Deposit Account, Securities Account or Commodity Account (in each case, other than Excluded Accounts) (or at such later date as the Administrative Agent may agree in its sole discretion), provide an Account Control Agreement to the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent, pursuant to which such Account Control Agreement shall cause the depository bank that maintains such Deposit Account, securities intermediary that maintains such Securities Account, or commodities intermediary that maintains such Commodity Account, as applicable, to agree to comply at any time with instructions from the Administrative Agent to such depository bank, securities intermediary or commodities intermediary directing the disposition of funds from time to time credited to such Deposit Account, Securities Account or Commodity Account, without further consent of such Credit Party, or take such other action as the Administrative Agent may approve in order to perfect the Administrative Agent’s security interest in such Deposit Account, Securities Account or Commodity Account.
Appears in 4 contracts
Samples: Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.), Credit Agreement (Vitesse Energy, Inc.)
Deposit Accounts, Commodity Accounts and Securities Accounts. The Borrower and each Guarantor will cause each of their respective Deposit Accounts, Commodity Accounts or and Securities Accounts (in each case, other than Excluded Accounts) to at all times be subject to an Account a Control Agreement. Notwithstanding anything else to the contrary in this Agreement or in any other Loan Document, for each Deposit Account, Securities Account and Commodity Account (in each case, other than Excluded Accounts) that such Credit Loan Party at any time maintains, such Credit Loan Party will, substantially contemporaneously with the opening of such Deposit Account, Securities Account or Commodity Account (in each case, other than Excluded Accounts) (or, for any such Deposit Account, Securities Account or Commodity Account that did constitute an Excluded Account but ceases to so qualify, promptly after such Deposit Account, Securities Account or Commodity Account ceases to so qualify as an Excluded Account) (or at such later date as the Administrative Agent may agree in its sole discretion), provide an Account a Control Agreement to the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent, pursuant to which such Account Control Agreement shall cause the depository bank that maintains such Deposit Account, securities intermediary that maintains such Securities Account, or commodities intermediary that maintains such Commodity Account, as applicable, to agree to comply at any time with instructions from the Administrative Agent to such depository bank, securities intermediary or commodities intermediary directing the disposition of funds from time to time credited to such Deposit Account, Securities Account or Commodity Account, without further consent of such Credit Loan Party, or take such other action as the Administrative Agent may approve in order to perfect the Administrative Agent’s security interest in such Deposit Account, Securities Account or Commodity Account.
Appears in 2 contracts
Samples: Credit Agreement (Martin Midstream Partners L.P.), And Restated Credit Agreement (Martin Midstream Partners L.P.)
Deposit Accounts, Commodity Accounts and Securities Accounts. The Borrower Upon the occurrence and each Guarantor will cause each continuation of their respective a Cash Dominion Trigger Event and until the termination of such Cash Dominion Trigger Event (and/or any other then existing Cash Dominion Trigger Event) in accordance with Section 6.16(b) of the Credit Agreement, the Administrative Agent shall be authorized to exercise exclusive control over all Deposit Accounts (other than the Excluded Accounts), Commodity Accounts or (other than the Excluded Accounts) and Securities Accounts (in each case, other than the Excluded Accounts) to at all times be subject to an Account Control Agreement). Notwithstanding anything else to the contrary in this Agreement or in any other Loan Documentforegoing, for each Deposit Account, Securities Account and Commodity Account (in each case, other than Excluded Accounts) that such Credit Party at any time maintains, such Credit Party will, substantially contemporaneously with the opening of such Deposit Account, Securities Account or Commodity Account (in each case, other than Excluded Accounts) (or at such later date as the Administrative Agent may agree in its sole discretion), provide an Account Control Agreement to agrees with each Grantor that the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent, pursuant to which such Account Control Agreement shall cause the depository bank that maintains such Deposit Account, securities intermediary that maintains such Securities Account, or commodities intermediary that maintains such Commodity Account, as applicable, to agree to comply at not give any time with instructions from the Administrative Agent to such depository bank, securities intermediary or commodities intermediary instruction directing the disposition of funds from time to time credited to any Deposit Account, Commodity Account or Securities Account or withhold any withdrawal rights from such Grantor with respect to funds from time to time credited to any Deposit Account or give an entitlement order relating to any Securities Account, unless a Cash Dominion Trigger Event has occurred and is continuing and, upon the waiver or deemed termination of such Cash Dominion Trigger Event (provided that no other Cash Dominion Trigger Event has occurred and is continuing at such time), upon such Grantor’s written request, the Administrative Agent shall deliver a notice rescinding such instruction and thereupon Control of such Deposit Account, Securities Commodity Account or Commodity Securities Account, without further consent of such Credit Partyas applicable, or take such other action as shall revert to the Administrative Agent may approve in order to perfect the Administrative Agent’s security interest in such Deposit Account, Securities Account or Commodity Accountapplicable Grantor.
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Deposit Accounts, Commodity Accounts and Securities Accounts. The Borrower Upon the occurrence and each Guarantor will cause each continuation of their respective a Cash Dominion Trigger Event and until the termination of such Cash Dominion Trigger Event (and/or any other then existing Cash Dominion Trigger Event) in accordance with Section 6.16(b) of the Credit Agreement, the Administrative Agent shall be authorized to exercise exclusive Control over all Deposit Accounts (other than the Excluded Accounts), Commodity Accounts or (other than the Excluded Accounts) and Securities Accounts (in each case, other than the Excluded Accounts) to at all times be subject to an Account Control Agreement). Notwithstanding anything else to the contrary in this Agreement or in any other Loan Documentforegoing, for each Deposit Account, Securities Account and Commodity Account (in each case, other than Excluded Accounts) that such Credit Party at any time maintains, such Credit Party will, substantially contemporaneously with the opening of such Deposit Account, Securities Account or Commodity Account (in each case, other than Excluded Accounts) (or at such later date as the Administrative Agent may agree in its sole discretion), provide an Account Control Agreement to agrees with each Grantor that the Administrative Agent in form and substance reasonably satisfactory to the Administrative Agent, pursuant to which such Account Control Agreement shall cause the depository bank that maintains such Deposit Account, securities intermediary that maintains such Securities Account, or commodities intermediary that maintains such Commodity Account, as applicable, to agree to comply at not give any time with instructions from the Administrative Agent to such depository bank, securities intermediary or commodities intermediary instruction directing the disposition of funds from time to time credited to any Deposit Account, Commodity Account or Securities Account or withhold any withdrawal rights from such Grantor with respect to funds from time to time credited to any Deposit Account or give an entitlement order relating to any Securities Account, unless a Cash Dominion Trigger Event has occurred and is continuing and, upon the waiver or deemed termination of such Cash Dominion Trigger Event (provided that no other Cash Dominion Trigger Event has occurred and is continuing at such time), upon such Grantor’s written request, the Administrative Agent shall deliver a notice rescinding such instruction and thereupon Control of such Deposit Account, Securities Commodity Account or Commodity Securities Account, without further consent of such Credit Partyas applicable, or take such other action as shall revert to the Administrative Agent may approve in order to perfect the Administrative Agent’s security interest in such Deposit Account, Securities Account or Commodity Accountapplicable Grantor.
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