Common use of Deposit, Commodities and Securities Accounts Clause in Contracts

Deposit, Commodities and Securities Accounts. The Company shall cause [____]1 (the “Account Bank”) to execute and deliver to the Collateral Agent (or its designee) a Control Agreement, in form and substance satisfactory to the Collateral Agent, duly executed by the Company and the Account Bank, or enter into other arrangements in form and substance satisfactory to the Collateral Agent, pursuant to which the Account Bank shall irrevocably agree (unless otherwise agreed to by the Collateral Agent), among other things, that (i) it will comply at all times with the instructions originated by the Collateral Agent (or its designee) to the Account Bank directing the disposition of cash, Commodity Contracts, securities, Investment Property and other items from time to time credited to the Restricted Funds Account without further consent of the Company; provided, for avoidance of doubt, that the Control Agreement in respect of the Restricted Funds Account shall be a “blocked” control agreement subject at all times to the instructions of the Collateral Agent without any consent of the Company (and the Company hereby acknowledges and agrees that it shall not, and shall have no right to, provide instructions to the Account Bank in respect of the Restricted Funds Account) and (ii) the Restricted Funds Account, and all cash, Commodity Contracts, securities, Investment Property and other items of the Company deposited therein, shall be subject to a perfected, first priority security interest in favor of the Collateral Agent (or its designee).

Deposit, Commodities and Securities Accounts. The Company (i) Each Grantor shall cause [____]1 (the “Account Bank”) each bank and other financial institution with an account referred to in Schedule IV hereto to execute and deliver to the Collateral Agent (or its designee) a Control Agreement, in form and substance reasonably satisfactory to the Collateral Agent, duly executed by the Company such Grantor and the Account Banksuch bank or financial institution, or enter into other arrangements in form and substance reasonably satisfactory to the Collateral Agent, pursuant to which the Account Bank such institution shall irrevocably agree (unless otherwise agreed to by the Collateral Agent), among other things, that (i) it will comply at all times any time with the instructions originated by the Collateral Agent (or its designee) to the Account Bank such bank or financial institution directing the disposition of cash, Commodity Contracts, securities, Investment Property and other items from time to time credited to the Restricted Funds Account such account, without further consent of such Grantor, which instructions the CompanyCollateral Agent (or its designee) will not give to such bank or other financial institution in the absence of a continuing default under any Transaction Document; provided, for avoidance of doubt, provided that the Control Agreement in respect of the Restricted Funds Designated Account shall be a “blocked” control agreement subject at all times to the instructions of the Collateral Agent without any consent of the Company (and the Company hereby acknowledges and agrees that it shall not, and shall have no right to, provide instructions to the Account Bank in respect of the Restricted Funds Account) any Grantor1 and (ii) the Restricted Funds Account, and all cash, Commodity Contracts, securities, Investment Property and other items of the Company such Grantor deposited therein, with such institution shall be subject to a perfected, first priority security interest in favor of the Collateral Agent (or its designee). The provisions of this Section 6(e) shall not apply to any Excluded Accounts. (ii) The Company shall at all times maintain a minimum cash balance on deposit in the Designated Account of not less than $65,000,000.00.

Deposit, Commodities and Securities Accounts. The Company In accordance with and subject to Section 5.02 and Article VIII of the Financing Agreement, each Grantor shall cause [____]1 (the “Account Bank”) each bank and other financial institution with an account referred to in Schedule IV hereto to execute and deliver to the Collateral Agent (or its designee) a Control Agreement, in form and substance reasonably satisfactory to the Collateral Agent, duly executed by the Company such Grantor and the Account Banksuch bank or financial institution, or enter into other arrangements in form and substance reasonably satisfactory to the Collateral Agent, pursuant to which the Account Bank such institution shall irrevocably agree (unless otherwise agreed to by the Collateral Agent), among other things, that (i) it will comply at all times any time with the instructions originated by the Collateral Agent (or its designee) to the Account Bank such bank or financial institution directing the disposition of cash, Commodity Contracts, securities, Investment Property and other items from time to time credited to the Restricted Funds Account such account, without further consent of the Company; providedsuch Grantor, for avoidance of doubt, that the Control Agreement in respect of the Restricted Funds Account shall be a “blocked” control agreement subject at all times to the which instructions of the Collateral Agent without any consent (or its designee) shall not give to such bank or other financial institution in the absence of the Company (and the Company hereby acknowledges and agrees that it shall nota continuing Event of Default, and shall have no right to, provide instructions to the Account Bank in respect of the Restricted Funds Account) and (ii) the Restricted Funds Account, and all cash, Commodity Contracts, securities, Investment Property and other items of the Company such Grantor deposited therein, with such institution shall be subject to a perfected, first priority security interest in favor of the Collateral Agent (or its designee), and (iii) any right of set off, banker’s Lien or other similar Lien, security interest or encumbrance shall be fully waived as against the Collateral Agent (or its designee). The provisions of this Section 6(g) shall not apply to any Excluded Accounts.