Common use of Lock Box Account Clause in Contracts

Lock Box Account. Domestic Borrowers shall establish a lock box account in Kanbay Inc.'s name with Bank by simultaneously herewith executing the Bank's Lockbox Service Subscriber Agreement (the "lock box agreement") to which Domestic Borrowers will cause to be deposited all remittances in the identical form in which such payment was made, whether by cash, check or otherwise. Domestic Borrowers will notify all customers to remit all payments directly to said lock box account as provided in said lock box agreement. When any Event of Default occurs and continues, Domestic Borrowers agree that all payments made to such lock box or otherwise received by Bank, whether on the Accounts or as proceeds of other Collateral or otherwise, at Bank's sole discretion, will be the sole and exclusive property of Bank and applied on account of the Obligations and, if Bank so elects to apply said payments to the Obligations, after allowing one (1) business day for collection, Bank may credit (conditional upon final collection) all payments received through the lock box to the account of Borrowers; and after and during the continuance of any Event of Default, Borrowers and any Affiliates, subsidiaries, shareholders, directors, officers, employees, agent or other Persons acting for or in concert with Borrowers shall, acting as Trustee for Bank, receive, as the sole and exclusive property of Bank, any monies, checks, notes, drafts or any other payments relating to and/or proceeds of Accounts or other Collateral that come into their possession or under their control and immediately upon receipt thereof, Borrowers shall remit the same or cause the same to be remitted to Bank. Borrowers agree to pay to Bank any and all customary fees, costs and expenses that Bank incurs in connection with opening, operating and maintaining the lock box and depositing for collection by Bank any check or item of payment received and/or delivered to the Bank on account of the Obligations and Borrowers further agree to reimburse Bank for any claims asserted by any party in connection with the lock box or any returned or uncollected checks received by Bank as proceeds of the Collateral.

Lock Box Account. Domestic Borrowers Borrower shall establish a lock box account in Kanbay Inc.'s name open and maintain with Bank by simultaneously herewith executing the Bank's Lockbox Service Subscriber Agreement an account (the "lock “Lock Box Account”) into which all funds, cash or otherwise, received by Borrower on account of Media Accounts shall immediately be deposited. Borrower shall direct all customers to mail or deliver all checks or other forms of payment for amounts owing to Borrower in respect of Media Accounts to a post office box agreement") designated by Bank, over which Bank shall have exclusive and unrestricted access. Bank shall collect the mail delivered to which Domestic Borrowers will cause such post office box, open such mail, and endorse and credit all items to be the Lock Box Account. Borrower shall direct all customers or other persons owing money to Borrower in respect of Media Accounts who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. Borrower shall hold in trust for Bank all amounts that Borrower receives in respect of Media Accounts despite the direction to make payment to the post office box or Lock Box Account, and immediately deliver such payments to Bank in their original form as received from the customer, with proper endorsement for deposit into the Lock Box Account. Borrower irrevocably authorizes Bank to transfer to the Lock Box Account any funds received in respect of Media Accounts that have been deposited all remittances in the identical form in which such payment was madeinto any other accounts or that Bank has received by wire transfer, whether by cashcheck, check cash or otherwise. Domestic Borrowers will notify Bank shall have all customers right, title and interest in all of the items from time to remit all payments directly time in the Lock Box Account and their proceeds. Neither Borrower nor any person claiming through Borrower shall have any right or control over the use of, or any right to said lock box account as provided in said lock box agreement. When withdraw any Event of Default occurs and continuesamount from, Domestic Borrowers agree that all payments made to such lock box or otherwise received by Bankthe Lock Box Account, whether on the Accounts or as proceeds of other Collateral or otherwise, at Bank's sole discretion, will which shall be under the sole and exclusive property control of Bank. On a daily basis, Bank and applied on account of shall apply all funds in the Obligations and, if Bank so elects to apply said payments Lock Box Account to the outstanding balance of Obligations, after allowing one (1) business day for collection, Bank may credit (conditional upon final collection) all payments received through the lock box and shall transfer any remaining balance to the Borrower’s operating account of Borrowers; and after and during the continuance of any Event of Default, Borrowers and any Affiliates, subsidiaries, shareholders, directors, officers, employees, agent or other Persons acting for or in concert with Borrowers shall, acting as Trustee for Bank, receive, as the sole and exclusive property of Bank, any monies, checks, notes, drafts or any other payments relating to and/or proceeds of Accounts or other Collateral that come into their possession or under their control and immediately upon receipt thereof, Borrowers shall remit the same or cause the same to be remitted to Bank. Borrowers agree to pay to Bank any and all customary fees, costs and expenses that Bank incurs in connection with opening, operating and maintaining the lock box and depositing for collection by Bank any check or item of payment received and/or delivered to the Bank on account of the Obligations and Borrowers further agree to reimburse Bank for any claims asserted by any party in connection with the lock box or any returned or uncollected checks received by Bank as proceeds of the Collateral.

Lock Box Account. Domestic Borrowers shall establish a lock box open and maintain with Servicing Agent an account in Kanbay Inc.'s name with Bank by simultaneously herewith executing the Bank's Lockbox Service Subscriber Agreement (the "lock box agreementLock Box Account") into which all funds received by Borrowers from any source shall immediately be deposited. Borrowers shall direct all account debtors to mail or deliver all checks or other forms of payment for amounts owing to Borrowers to a post office box designated by Servicing Agent, over which Domestic Servicing Agent shall have exclusive and unrestricted access. Servicing Agent shall collect the mail delivered to such post office box, open such mail, and endorse and credit all items to the Lock Box Account. Borrowers will cause shall direct all account debtors or other persons owing money to be deposited all remittances in the identical form in which Borrowers who make payments by electronic transfer of funds to wire such payment was made, whether by cash, check or otherwise. Domestic Borrowers will notify all customers to remit all payments funds directly to said lock box account as provided the Lock Box Account. Borrowers shall hold in said lock box agreement. When any Event of Default occurs and continues, Domestic trust for Lenders all amounts that Borrowers agree that all payments made receive despite the directions to such lock box or otherwise received by Bank, whether on the Accounts or as proceeds of other Collateral or otherwise, at Bank's sole discretion, will be the sole and exclusive property of Bank and applied on account of the Obligations and, if Bank so elects to apply said make payments to the Obligationspost office box or Lock Box Account, after allowing one (1) business day and immediately deliver such payments to Servicing Agent in their original form as received from the account debtor, with proper endorsements for collection, Bank may credit (conditional upon final collection) all payments received through deposit into the lock box Lock Box Account. Borrowers irrevocably authorizes Servicing Agent to transfer to the account Lock Box Account any funds that have been deposited into any other accounts or that Lenders have otherwise received. Borrowers shall not establish or maintain any accounts with any Person other than Servicing Agent except for accounts opened in the ordinary course of Borrowers; business from which all funds are transferred on a daily basis to the Lock Box Account. Lenders shall have all right, tide and after interest in all of the items from time to time in the Lock Box Account and during their proceeds. Neither of Borrowers nor any person claiming through a Borrower shall have any right or control over the continuance of use of, or any Event of Defaultright to withdraw any amount from, Borrowers and any Affiliates, subsidiaries, shareholders, directors, officers, employees, agent or other Persons acting for or in concert with Borrowers shall, acting as Trustee for Bank, receive, as the Lock Box Account which shall be under the sole and exclusive property control of Bank, any monies, checks, notes, drafts or any other payments relating to and/or proceeds of Accounts or other Collateral that come into their possession or under their control and immediately upon receipt thereof, Borrowers shall remit the same or cause the same to be remitted to Bank. Borrowers agree to pay to Bank any and all customary fees, costs and expenses that Bank incurs in connection with opening, operating and maintaining the lock box and depositing for collection by Bank any check or item of payment received and/or delivered to the Bank on account of the Obligations and Borrowers further agree to reimburse Bank for any claims asserted by any party in connection with the lock box or any returned or uncollected checks received by Bank as proceeds of the CollateralServicing Agent."

Lock Box Account. Domestic Borrowers On or before December 15, 2004, Borrower shall establish a lock box at all times maintain an account in Kanbay Inc.'s name with Bank by simultaneously herewith executing the Bank's Lockbox Service Subscriber Agreement (the "lock box agreementLock Box Account") with Bank into which all funds received by Borrower from any source shall immediately be deposited. Borrower shall direct all account debtors to which Domestic Borrowers will cause mail or deliver all checks or other forms of payment for amounts owing to Borrower to the Lock Box Account. Borrower shall direct all account debtors or other persons owing money to Borrower who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. Borrower shall hold in trust for Bank all amounts that Borrower receives despite the directions to make payments to the Lock Box Account, and immediately deliver such payments in their original form as received from the account debtor, with proper endorsements for deposit into the Lock Box Account. Borrower irrevocably authorizes Bank to transfer to the Lock Box Account any funds that have been deposited into any other accounts or that Bank has otherwise received. Borrower shall not establish or maintain any accounts with any person other than Bank. Furthermore, such funds may not be deposited withdrawn by Borrower and (a) all remittances collections received from any account debtor in the identical form in which such Lock Box Account shall be subject to Bank's sole and exclusive control and withdrawals by Borrower shall not be permitted therefrom; (b) Bank's authorized representatives will have sole access to the Lock Box Account, and items will be endorsed, credited to the Lock Box Account, and presented for payment was made, whether by cash, check or otherwise. Domestic Borrowers will notify all customers to remit through customary collection procedures; (c) all payments directly including immediately available funds received by Bank at the Lock Box Account will be Bank's sole property for application to said lock box account the Obligations and will be immediately applied to conditionally reduce the Obligations (as provided in said lock box agreement. When any Event the next sentence), but shall not be considered a payment on account unless such payment is of Default occurs immediately available federal funds or unless and continues, Domestic Borrowers agree that until such check or other item of payment is honored when presented for payment; and (d) all payments made to such lock box or otherwise so received by Bank, whether on the Accounts or as proceeds Bank shall be applied in payment of other Collateral or otherwise, at Bank's sole discretion, will be the sole and exclusive property of Bank and applied on account of the Obligations and, if Bank so elects to apply said payments to the Obligations, after allowing one (1) business day first to interest, then to principal, then to other amounts due hereunder, and the surplus, if any, shall be paid over to Borrower. All fees and expenses for collectionthe Lock Box Account, Bank may credit (conditional upon final collection) all payments received through the lock box to the account of Borrowers; and after and during the continuance of any Event of Default, Borrowers and any Affiliatesor all expenses, subsidiaries, shareholders, directors, officers, employees, agent or other Persons acting for or fees and charges in concert with Borrowers shall, acting as Trustee for Bank, receive, as the sole and exclusive property respect of Bank, any monies, checks, notes, drafts or other items returned unpaid (but not including the amount of such unpaid item itself) shall be paid by Borrower. Bank may deduct any other payments relating to and/or proceeds of Accounts or other Collateral that come into their possession or under their control and immediately upon receipt thereof, Borrowers shall remit the same or cause the same to be remitted to Bank. Borrowers agree to pay to Bank any and all customary such fees, costs expenses, and expenses that Bank incurs charges from or set off against amounts from time to time in connection with opening, operating and maintaining the lock box and depositing for collection by Bank any check or item of payment received and/or delivered to the Bank on account of the Obligations and Borrowers further agree to reimburse Bank for any claims asserted by any party in connection with the lock box or any returned or uncollected checks received by Bank as proceeds of the CollateralLockbox Account."

Lock Box Account. Domestic Borrowers shall establish a lock box account in Kanbay Inc.'s name with Bank by simultaneously herewith executing After the Bank's Lockbox Service Subscriber Agreement (the "lock box agreement") to which Domestic Borrowers will cause to be deposited all remittances in the identical form in which such payment was made, whether by cash, check or otherwise. Domestic Borrowers will notify all customers to remit all payments directly to said lock box account as provided in said lock box agreement. When any occurrence of an Event of Default occurs and continues, Domestic Borrowers agree that all payments made to such lock box or otherwise received by Bank, whether on the Accounts or as proceeds of other Collateral or otherwiseDefault, at Bank's request in its sole discretion, will be Borrower shall open and maintain with Bank an account (the sole and exclusive property of Bank and applied "Lock Box Account") into which all funds received by Borrower from any source other than on account of the Obligations and, if Bank so elects Contracts sold to apply said payments AFI (and other transfers that are substantially similar to the Obligations, after allowing one (1transfers made by Borrower to AFI and which transferees have entered into an Intercreditor Agreement with Bank in form and substance acceptable to Bank) business day for collection, Bank may credit (conditional upon final collection) all payments received through shall be deposited or transferred from other accounts in Borrower's name. After the lock box to the account occurrence of Borrowers; and after and during the continuance of any an Event of Default, Borrowers and any Affiliates, subsidiaries, shareholders, directors, officers, employees, agent or other Persons acting for or in concert with Borrowers shall, acting as Trustee for Bank, receive, as at the sole and exclusive property request of Bank, Borrower shall direct all customers to mail or deliver all checks or other forms of payment for amounts owing to Borrower to a post office box designated by Bank, over which Bank shall have exclusive and unrestricted access. After the occurrence of an Event of Default, Bank shall collect the mail delivered to such post office box, open such mail, and endorse and credit all items to the Lock Box Account. After the occurrence of an Event of Default, Borrower shall direct all customers or other persons owing money to Borrower who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. After the occurrence of an Event of Default, Borrower shall hold in trust for Bank all amounts that Borrower receives despite the directions to make payments to the post office box or Lock Box Account. After the occurrence of an Event of Default, Borrower shall immediately deliver such payments to Bank in their original form as received from the customer, with proper endorsements for deposit into the Lock Box Account. After the occurrence of an Event of Default, Borrower irrevocably authorizes Bank to transfer to the Lock Box Account any moniesfunds that have been deposited into any other accounts or that Bank has otherwise received. After the occurrence of an Event of Default, checksBorrower shall not establish or maintain any accounts with any Person other than Bank except for accounts opened in the ordinary course of business from which all funds are transferred on a daily basis to the Lock Box Account. After the occurrence of an Event of Default, notesBank shall have all right, drafts title and interest in all of the items from time to time in the Lock Box Account and their proceeds. After the occurrence of an Event of Default, neither Borrower nor any person claiming through Borrower shall have any right or control over the use of, or any other payments relating right to and/or proceeds withdraw any amount from, the Lock Box Account, which shall be under the sole control of Accounts or other Collateral that come into their possession or under their control and immediately upon receipt thereof, Borrowers shall remit the same or cause the same to be remitted to Bank. Borrowers agree to pay to Bank any and all customary fees, costs and expenses that Bank incurs in connection with opening, operating and maintaining the lock box and depositing for collection by Bank any check or item of payment received and/or delivered to the Bank on account of the Obligations and Borrowers further agree to reimburse Bank for any claims asserted by any party in connection with the lock box or any returned or uncollected checks received by Bank as proceeds of the Collateral.

Lock Box Account. Domestic Borrowers shall establish a lock box open and maintain with Servicing Agent an account in Kanbay Inc.'s name with Bank by simultaneously herewith executing the Bank's Lockbox Service Subscriber Agreement (the "lock “Lock Box Account”) into which all funds received by Borrowers from any source shall immediately be deposited. Borrowers shall direct all account debtors to mail or deliver all checks or other forms of payment for amounts owing to Borrowers to a post office box agreement") designated by Servicing Agent, over which Servicing Agent shall have exclusive and unrestricted access. Servicing Agent shall collect the mail delivered to which Domestic such post office box, open such mail, and endorse and credit all items to the Lock Box Account. Borrowers will cause shall direct all account debtors or other persons owing money to be deposited all remittances in the identical form in which Borrowers who make payments by electronic transfer of funds to wire such payment was made, whether by cash, check or otherwise. Domestic Borrowers will notify all customers to remit all payments funds directly to said lock box account as provided the Lock Box Account. Borrowers shall hold in said lock box agreement. When any Event of Default occurs and continues, Domestic trust for Lenders all amounts that Borrowers agree that all payments made receive despite the directions to such lock box or otherwise received by Bank, whether on the Accounts or as proceeds of other Collateral or otherwise, at Bank's sole discretion, will be the sole and exclusive property of Bank and applied on account of the Obligations and, if Bank so elects to apply said make payments to the Obligationspost office box or Lock Box Account, after allowing one (1) business day and immediately deliver such payments to Servicing Agent in their original form as received from the account debtor, with proper endorsements for collection, Bank may credit (conditional upon final collection) all payments received through deposit into the lock box Lock Box Account. Borrowers irrevocably authorizes Servicing Agent to transfer to the account Lock Box Account any funds that have been deposited into any other accounts or that Lenders have otherwise received. Borrowers shall not establish or maintain any accounts with any Person other than Servicing Agent except for accounts opened in the ordinary course of Borrowers; business from which all funds are transferred on a daily basis to the Lock Box Account. Lenders shall have all right, title and after interest in all of the items from time to time in the Lock Box Account and during their proceeds. Neither of Borrowers nor any person claiming through a Borrower shall have any right or control over the continuance of use of, or any Event of Defaultright to withdraw any amount from, Borrowers and any Affiliatesthe Lock Box Account, subsidiaries, shareholders, directors, officers, employees, agent or other Persons acting for or in concert with Borrowers shall, acting as Trustee for Bank, receive, as which shall be under the sole and exclusive property control of Bank, any monies, checks, notes, drafts or any other payments relating to and/or proceeds of Accounts or other Collateral that come into their possession or under their control and immediately upon receipt thereof, Borrowers shall remit the same or cause the same to be remitted to Bank. Borrowers agree to pay to Bank any and all customary fees, costs and expenses that Bank incurs in connection with opening, operating and maintaining the lock box and depositing for collection by Bank any check or item of payment received and/or delivered to the Bank on account of the Obligations and Borrowers further agree to reimburse Bank for any claims asserted by any party in connection with the lock box or any returned or uncollected checks received by Bank as proceeds of the CollateralServicing Agent.”