Deposit Accounts; Securities Accounts and Cash Collateral Accounts Sample Clauses

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. (a) Each Loan Party shall, within ninety (90) days after the Closing Date (or such longer period as the Administrative Agent may agree acting reasonably) deposit, and thereafter maintain, all of its cash and Cash Equivalents in deposit or securities accounts that are Controlled Deposit Accounts or Controlled Securities Accounts with such banks where such accounts are maintained including, without limitation, SunTrust Bank (other than Excluded Accounts); provided, that the foregoing shall not apply to (i) deposit accounts the balance of which consist exclusively of (A) withheld income taxes and federal, state or local employment taxes and (B) amounts required to be paid to an employee benefit plan; (ii) all segregated Deposit Accounts constituting (and the balance of which, in case of clauses (B) through (E), consists solely of funds set aside in connection with) (A) zero-balance accounts for the purpose of managing disbursements, (B) tax accounts, (C) payroll and similar accounts, (D) trust accounts and (E) fiduciary and escrow accounts; (iii) Deposit Accounts and securities accounts that are not Controlled Deposit Accounts or Controlled Securities Accounts, as applicable, with amounts of cash and Cash Equivalents equal to or less than, at any time, (x) $2,500,000 in the aggregate for all such accounts (the accounts referred to in clauses (i), (ii) and (iii) above, collectively, “Excluded Accounts”). (b) Neither the Administrative Agent nor any Lender shall have any responsibility for, or bear any risk of loss of, any investment or income of any funds in any Cash Collateral Account, Controlled Deposit Account or Controlled Securities Account. From time to time after funds are deposited in any Cash Collateral Account, the Administrative Agent may apply funds then held in such Cash Collateral Account to the payment of Obligations in accordance with Section 2.12(c). No Group Member and no Person claiming on behalf of or through any Group Member shall have any right to demand payment of any funds held in any Cash Collateral Account at any time prior to the termination of all Commitments and the payment in full of all Obligations and, in the case of L/C Cash Collateral Accounts, the termination of all outstanding Letters of Credit, except as permitted by the Administrative Agent.

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. (a) Each Loan Party shall (i) deposit all of its cash in deposit accounts that are Controlled Deposit Accounts, provided, however, that each Group Member may maintain zero-balance accounts for the purpose of managing local disbursements and may maintain accounts for: (A) payroll, (B) payroll taxes, (C) other employee wage and benefit payments for the benefit of the Group Members' salaried employees, and (D) withholding taxes and other fiduciary accounts, (ii) deposit all of its Cash Equivalents in securities accounts that are Controlled Securities Accounts, in each case except for cash and Cash Equivalents the aggregate value of which does not exceed at any time $10,000 for any one account and $50,000 in the aggregate. (b) The Agents shall not have any responsibility for, or bear any risk of loss of, any investment or income of any funds in any Cash Collateral Account. From time to time after funds are deposited in any Cash Collateral Account, the Agents may apply funds then held in such Cash Collateral Account to the payment of Obligations in accordance with Section 2.12. No Group Member and no Person claiming on behalf of or through any Group Member shall have any right to demand payment of any funds held in any Cash Collateral Account at any time prior to the termination of all Commitments and the payment in full of all Obligations and, in the case of L/C Cash Collateral Accounts, the termination of all outstanding Letters of Credit.

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. (a) Each deposit account of each Borrower is set forth on Schedule 7.11. No Borrower shall (i) close or modify the arrangements regarding a deposit account (including any Concentration Account or the Agent Collection Account), (ii) establish, open or modify any deposit account, without the prior consent of Administrative Agent, which consent shall not be unreasonably withheld, conditioned or delayed, (iii) grant a security interest (or any other interest) in any deposit account to, or enter into any Control Agreement with, any other Person (other than the security interests granted in connection with a Master Lease; provided that security interests granted in connection with a Master Lease shall be subject to the rights of the Administrative Agent and Lenders pursuant to a control agreement, waiver and subordination agreement, intercreditor or other similar agreement, which agreement shall be reasonably acceptable to Administrative Agent in its sole and absolute discretion), or (iv) create, incur, assume or suffer to exist any Indebtedness (other than the Obligations) from any bank or other financial institution in which any deposit account is maintained, including the Concentration Account Collecting Bank or any Facility Depository Bank, unless such Indebtedness shall be the subject of subordination agreement, intercreditor or other similar agreement (including a Control Agreement) among such bank or other financial institution, the respective Borrowers and Administrative Agent, which agreement shall be acceptable to Administrative Agent in its sole and absolute discretion (it being understood that such agreement shall permit customary offsets for returned items and ordinary course fees and charges by such bank in accordance with its standard schedule of such fees and charges in effect from time to time (which customary fees and charges shall in no event include overdraft protection, credit or debit cards or other similar treasury services)). (b) Each Borrower shall (i) deposit all of its cash in deposit accounts that are Controlled Deposit Accounts, provided, however, that each Borrower may, with the consent of the Administrative Agent (which consent may not be unreasonably withheld, conditioned or delayed), maintain payroll, withholding tax and other fiduciary deposit accounts that are not Controlled Deposit Accounts, and (ii) deposit all of its Cash Equivalents in securities accounts that are Controlled Securities Accounts. (c) Administrative Agent sha...

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. (a) Each Loan Party shall, unless otherwise consented to by the Administrative Agent and except to the extent otherwise expressly provided under Section 7.10 or Section 7.15, (i) deposit all of its cash in deposit accounts that are Controlled Deposit Accounts; provided, however, that each Group Member may maintain zero-balance accounts for the purpose of managing local disbursements and may maintain accounts for: (A) payroll, (B) payroll taxes, (C) other employee wage and benefit payments for the benefit of the Group Members' salaried employees, and (D) withholding tax and other fiduciary accounts, and (ii) deposit all of its Cash Equivalents in securities accounts that are Controlled Securities Accounts, in each case except for cash and Cash Equivalents the aggregate value of which does not exceed $500,000 for any 10 consecutive Business Days. (b) The Administrative Agent shall not have any responsibility for, or bear any risk of loss of, any investment or income of any funds in any Cash Collateral Account. From time to time after funds are deposited in any Cash Collateral Account, the Administrative Agent may apply funds then held in such Cash Collateral Account to the payment of Obligations in accordance with Section 2.12. No Group Member and no Person claiming on behalf of or through any Group Member shall have any right to demand payment of any funds held in any Cash Collateral Account at any time prior to the termination of all Term Loan Commitments and the payment in full of all Obligations.

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. (a) Each Group Member (other than Excluded Subsidiaries) shall (i) deposit all of its cash in deposit accounts that are Controlled Deposit Accounts in each case except for cash the aggregate value of which does not exceed $1,000,000 at any time, provided, however, that each Group Member may maintain zero-balance accounts for the purpose of managing local disbursements and may maintain payroll, withholding tax and other fiduciary accounts, and (ii) deposit all of its Cash Equivalents in securities accounts that are Controlled Securities Accounts. (b) The Administrative Agent shall not have any responsibility for, or bear any risk of loss of, any investment or income of any funds in any Cash Collateral Account. From time to time after funds are deposited in any Cash Collateral Account, the Administrative Agent may, during the continuance of an Event of Default, apply funds then held in such Cash Collateral Account to the payment of Obligations in accordance with Section 2.12.

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. (a) The Borrower and each of its Subsidiaries (other than Excluded Foreign Subsidiaries that are not required to provide a guaranty of the Obligations) shall, within 30 days following the Closing Date (or such later date as the Administrative Agent may agree to in writing): (i) deposit all of its cash in deposit accounts that are Controlled Deposit Account, and (ii) deposit all of its Cash Equivalents in securities accounts that are Controlled Securities Accounts, in each case except for cash and Cash Equivalents the aggregate value of which does not exceed $25,000 at any time, and provided, however, that each Group Member may maintain payroll accounts and may maintain zero-balance accounts for the purpose of managing local disbursements. (b) The Administrative Agent shall not have any responsibility for, or bear any risk of loss of, any investment or income of any funds in any Cash Collateral Account. At any time and from time to time after and during the continuance of an Event of Default, the Administrative Agent may apply funds then held in such Cash Collateral Accounts to the payment of Obligations in accordance with Section 2.12. During the continuance of an Event of Default, no Group Member and no Person claiming on behalf of or through any Group Member shall have any right to demand payment of any funds held in any Cash Collateral Account.

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. 2 Section 6.19 Release of Eligible Real Property 2 Section 6.20 Store Closing Sale 2 Section 6.21 Grant of Non-Exclusive License 2 Section 6.22 Use of Proceeds 2 ARTICLE VII NEGATIVE COVENANTS 2 Section 7.1 Indebtedness 2 Section 7.2 Liens 2 Section 7.3 Restrictions on Negative Pledges and Upstream Limitation. 2

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. Each Group Member shall (a) deposit all of its cash in deposit accounts that are Controlled Deposit Accounts, provided, however, that each Group Member may maintain zero-balance accounts for the purpose of managing local disbursements and may maintain payroll, withholding tax and other fiduciary accounts; and (b) deposit all of its Cash Equivalents in securities accounts that are Controlled Securities Accounts, in each case except for cash and Cash Equivalents the aggregate value of which does not exceed $1,000,000 at any time.

Deposit Accounts; Securities Accounts and Cash Collateral Accounts. Section 7.12 Interest Rate Contracts