Establishment and Maintenance of Collateral Accounts. The Company hereby appoints the Securities Intermediary and has directed the establishment of, and the Securities Intermediary hereby acknowledges that it has established, each of the Custodial Account, the USD Principal Collection Account, the USD Interest Collection Account, the Cure Account and the Unfunded Exposure Account (such accounts collectively, the "USD Collateral Accounts") and the Permitted Non-USD Currency Accounts. The USD Collateral Accounts and the Permitted Non-USD Currency Accounts are referred to herein collectively as the "Collateral Accounts". Each Collateral Account shall be comprised of a securities account and a related deposit account, as provided hereinafter and in the Account Agreement. The Securities Intermediary agrees (x) to maintain each of the Collateral Accounts that is a securities account as a "securities intermediary" (within the meaning of Section 8-102(a)(14) of the Uniform Commercial Code in effect in the State of New York (the "UCC") and an "intermediary" within the meaning of Article 1(1)(c) of the Hague Convention on the Law Applicable to Certain Rights in Respect of Securities Held with an Intermediary (the "Hague Securities Convention")), in the name of the Company subject to the lien of the Collateral Agent and (y) not to change the name or account number of any Collateral Account without the prior consent of the Collateral Agent. The Securities Intermediary hereby certifies that it is a bank or trust company that in the ordinary course of business maintains securities accounts for others and in that capacity has established the Collateral Accounts in the name of the Company. The Securities Intermediary holds all money in the Permitted Non-USD Currency Accounts as a securities intermediary and not as trustee or fiduciary and as a result such money will not be held as client money in accordance with applicable local law.
Establishment and Maintenance of Collateral Accounts. (a) Prior to or concurrently with the execution and delivery hereof, the Collateral Agent shall establish the Collateral Account on its books as a separate account segregated from all other custodial or collateral accounts at its office at The Bank of New York, 000 Xxxxxxx Xxxxxx, Floor 8 West, New York, New York. The Pledgor and the Collateral Agent will maintain the Collateral Account as a securities account with The Bank of New York in the State of New York. The following provisions shall apply to the establishment and maintenance of the Collateral Account:
(i) The Collateral Agent shall cause the Collateral Account to be, and the Collateral Account shall be, separate from all other accounts maintained by the Collateral Agent.
(ii) The Collateral Agent shall, in accordance with all applicable laws, have sole dominion and control over the Collateral Account.
(iii) It shall be a term and condition of the Collateral Account and the Pledgor irrevocably instructs the Collateral Agent, notwithstanding any other term or condition to the contrary in any other agreement, that no amount (including interest on Collateral Investments) shall be released to or for the account of, or withdrawn by or for the account of, the Pledgor or any other Person except as expressly provided in this Pledge Agreement.
(b) On the Closing Time, the Pledgor shall transfer, or cause to be transferred, to the Collateral Agent, in an amount equal to $[ ], which amount shall be sufficient for the Collateral Agent to purchase the Pledged Securities, by depositing all such funds into the Collateral Account. The Collateral Account shall be subject to such applicable laws, and such applicable regulations of the Board of Governors of the Federal Reserve System and of any other appropriate banking or governmental authority, as may now or hereafter be in effect.
(c) As soon as practicably possible after receipt of the amount referred to in Section 2(b) (and not later than the Business Day following the Closing Time, (i) the Collateral Agent shall apply such amount to purchase the U.S. Government Obligations (in the name of the Collateral Agent) listed on Schedule I hereto, and credit such U.S. Government Obligations to the Collateral Account as Collateral hereunder; and (ii) the Collateral Agent shall ensure that, on the Settlement Date of such U.S. Government Obligations, the FRBNY indicates by book-entry that those U.S. Government Obligations being settled on such date are credited to the FRBN...
Establishment and Maintenance of Collateral Accounts. (a) The Financial Institution hereby represents and warrants that it has established and currently maintains the accounts listed on Schedule 1 hereto and that the Secured Party is its sole customer or entitlement holder with respect to each such account. Each such account and any successor account and all other accounts which the Grantor now or hereafter maintains with the Financial Institution, being referred to herein individually as a "Pledged Account" and collectively as the "Pledged Accounts." The Financial Institution covenants and agrees that it shall not change the name or account number of any Pledged Account without the prior written consent of the Secured Party.
(b) [Each of the parties hereto acknowledges and agrees that the accounts listed on Part A of Schedule 1 hereto are intended to be deposit accounts (as defined in Section 9-102(a)(29) of the UCC) and the accounts listed on Part B of Schedule 1 hereto are intended to be securities accounts (as defined in Section 8-501 of the UCC).] or [Each of the parties hereto acknowledges and agrees that all of the Pledged Accounts are intended to be [deposit accounts/securities accounts] (as defined in the UCC)] Notwithstanding such intention, as used herein "Deposit Account" shall mean any Pledged Account (or any part thereof) which is determined to be a "deposit account" (within the meaning of Section 9-102(a)(29) of the UCC) and "Securities Account" shall mean any Pledged Account (or any part thereof) which is determined to be a "securities account" (within the meaning of Section 8-501 of the UCC).
Establishment and Maintenance of Collateral Accounts. The Company hereby appoints the Securities Intermediary to establish, and the Securities Intermediary does hereby establish pursuant to the Account Control Agreement, each of the Custodial Account, the Principal Collection Account, the Interest Collection Account, the MV Cure Account and the Unfunded Exposure Account (collectively, the "USD Collateral Accounts" and, together with the Permitted Non-USD Currency Accounts, the "Collateral Accounts"). In addition, the Company hereby directs the Securities Intermediary to establish as promptly as practicable after the Original Amendment Date the Permitted Non-USD Currency Accounts for the purposes of holding cash and Portfolio Investments denominated in a Permitted Non-USD Currency pursuant to the terms hereof. Promptly upon establishment of each such Permitted Non-USD Currency Account, the Securities Intermediary shall provide a written notice to each of the Company, the Collateral Agent, the Collateral Administrator and the Administrative Agent setting forth, with respect to such Permitted Non-USD Currency Account, the applicable Currency, the account name (as set forth in the Transaction Schedule) and number of such Permitted Non-USD Currency Account (each such notice, a "Permitted Non-USD Currency Account Opening Notice"). The Securities Intermediary agrees to maintain the Collateral Accounts in accordance with the Account Control Agreement as a "securities intermediary" (within the meaning of Section 8-102(a)(14) of the UCC), in the name of the Company subject to the lien of the Collateral Agent.
Establishment and Maintenance of Collateral Accounts. Pursuant to the Account Control Agreement, each of the Custodial Account, the Collection Account, the MV Cure Account and the Unfunded Exposure Account (collectively, the "Collateral Accounts") has been established on the date hereof. The Securities Intermediary agrees to maintain the Collateral Accounts in accordance with the Account Control Agreement as a "securities intermediary" (within the meaning of Section 8-102(a)(14) of the UCC), in the name of the Company subject to the lien of the Collateral Agent. The parties hereto acknowledge and agree that the Securities Intermediary shall not have any additional duties under this Agreement other than those expressly set forth herein, and the Securities Intermediary shall satisfy those duties expressly set forth herein so long as it acts without gross negligence, fraud, reckless disregard or willful misconduct. Without limiting the generality of the foregoing, the Securities Intermediary shall not be subject to any fiduciary or other implied duties, and the Securities Intermediary shall not have any duty to take any discretionary action or exercise any discretionary powers under this Agreement. The Securities Intermediary shall be subject to all of the rights, protections and immunities given to the Collateral Agent hereunder, including indemnities.
Establishment and Maintenance of Collateral Accounts. The Company hereby appoints the Securities Intermediary to establish, and the Securities Intermediary does hereby establish pursuant to the Account Control Agreement, each of the Custodial Account, the Principal Collection Account, the Interest Collection Account, the MV Cure Account and the Unfunded Exposure Account (collectively, the “USD Collateral Accounts” and, together with the Permitted Non-USD Currency Accounts, the “Collateral Accounts”). In addition, the Company hereby directs the Securities Intermediary to establish, and the Securities Intermediary does hereby establish pursuant to the Account Control Agreement the Permitted Non-USD Currency Accounts for the purposes of holding cash and Portfolio Investments denominated in a Permitted Non-USD Currency pursuant to the terms hereof. The Securities Intermediary agrees to maintain the Collateral Accounts in accordance with the Account Control Agreement as a “securities intermediary” (within the meaning of Section 8-102(a)(14) of the UCC), in the name of the Company subject to the lien of the Collateral Agent.
Establishment and Maintenance of Collateral Accounts. (a) The Financial Institution hereby represents and warrants that it has established and currently maintains the account listed on Schedule 1 hereto as a separate account segregated from all other custodial, collateral or other accounts, and that the Grantor is its sole customer with respect to such account (such account and any successor account being referred to herein as the “Pledged Account.”) The Financial Institution agrees to act as bank with respect to the Pledged Account and covenants and agrees that it shall not change the name or account number of the Pledged Account without the prior written consent of the Secured Party or, except in an Event of Default, the Grantor;
(b) The Financial Institution represents and warrants that the Pledged Account is a “deposit account” (as defined in Section 9-102(a)(29) of the UCC); and
(c) Each of the Financial Institution and the Grantor represents, warrants and covenants that no investment property (as defined in Section 9-102(a)(49) of the UCC) shall be deposited or otherwise included in the Pledged Account and agrees no funds on deposit in the Pledged Account shall be invested in any investment property.
Establishment and Maintenance of Collateral Accounts. The Company hereby appoints the Securities Intermediary to establish, and the Securities Intermediary does hereby establish pursuant to the Account Control Agreement, each of the Custodial Account, the Principal Collection Account, the Interest Collection Account, the MV Cure Account and the Unfunded Exposure Account (collectively, the "Collateral Accounts"). The Securities Intermediary agrees to maintain the Collateral Accounts in accordance with the Account Control Agreement as a "securities intermediary" (within the meaning of Section 8-102(a)(14) of the UCC), in the name of the Company subject to the lien of the Collateral Agent.
Establishment and Maintenance of Collateral Accounts. (a) The Grantor has directed the Securities Intermediary to establish, and the Securities Intermediary hereby does establish, the Collections Account and Issuer Accounts (in each case as defined in the Indenture,) which are listed on Schedule 1 hereto (such accounts including each subaccount thereof and each successor account thereto, collectively, the “Pledged Accounts”) each to be maintained by the Securities Intermediary as a security intermediary in the name of the Secured Party and for which the Secured Party is the customer of the Securities Intermediary, to hold the funds deposited therein, in the case of the Collections Account, for the benefit of the Secured Party and the Noteholders, and in the case of the Issuer Accounts, for the benefit of the Secured Party and the applicable Noteholders. The Securities Intermediary covenants and agrees that it shall not change the name or account number of any Pledged Account without the prior written consent of the Secured Party. Schedule I hereto may be amended or supplemented from time to time by written agreement of the parties, and from the date of any such amendment or supplement each account listed thereon (including each subaccount thereof and each successor account thereto) shall also be a Pledged Account hereunder.
(b) Each of the parties hereto acknowledges and agrees that the Pledged Accounts are intended to be “securities accounts” (as defined in Section 8-501 of the UCC).
(c) The Securities Intermediary covenants and agrees that: (i) all securities or other property underlying any financial assets credited to any Securities Account shall be registered in the name of the Securities Intermediary, indorsed to the Securities Intermediary or indorsed in blank or credited to another securities account maintained in the name of the Securities
Establishment and Maintenance of Collateral Accounts. The Company hereby appoints the Securities Intermediary to establish, and the Securities Intermediary does hereby establish, each of the Collection Account, each Permitted Non-USD Currency Account, if any, the MV Cure Account, the Unfunded Exposure Account and the Securities Account (collectively, the “Collateral Accounts”). The Securities Intermediary agrees to maintain the Collateral Accounts as a “securities intermediary” (within the meaning of Section 8-102(a)(14) of the UCC), in the name of the Company subject to the lien of the Collateral Agent under this Agreement. In the event any Collateral Account is re-characterized as a deposit account, the Securities Intermediary agrees to maintain such Collateral Account as a “bank” (within the meaning of Section 9-102(a)(8) of the UCC) (in such capacity, the “Bank”), in the name of the Company subject to the lien of the Collateral Agent under this Agreement. The Securities Intermediary hereby certifies that it is a bank or trust company that in the ordinary course of business maintains securities accounts and deposit accounts for others and in that capacity has established the Collateral Accounts.
