Common use of Lockbox Clause in Contracts

Lockbox. Borrowers shall cause all account debtors to wire any amounts owing to any Borrower to such account (the “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account. If a Borrower receives any amount despite such Instructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; two Business Days after clearance of any checks, Bank shall credit all amounts paid into the Bancontrol Account first, against any amounts outstanding under the Revolving Line, and then, of any remaining balance of such amount, to such Borrower’s operating account. Borrowers shall enter into such lockbox agreement as Bank shall reasonably request from time to time. Bank may, at its option, conduct a credit check of the Account Debtor for each Eligible Account requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, and notify any account debtor of Bank’s security interest in Borrowers’ Accounts.

Lockbox. Borrowers shall cause all account debtors to wire any amounts owing to any Borrower to such account one or more restricted accounts (the each, a “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. In the event that a Borrower utilizes payment processors, such Borrower shall cause such payment processor to execute a payment direction letter, in a form and substance satisfactory to Bank. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account. If a any Borrower receives any amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; Within two (2) Business Days after clearance of any checksamounts paid into the Bancontrol Account, Bank shall credit all amounts paid into the Bancontrol Account firstto the appropriate Borrower’s operating account maintained at Bank; provided however that upon an Event of Default that is continuing, Bank may, at its option credit all or any portion of amounts paid into the Bancontrol Account first against any amounts outstanding under the Revolving Lineowing to Bank, and then, of then any remaining balance of such amount, amount shall be credited to such Borrower’s operating account. Borrowers shall enter into such lockbox agreement as Bank shall reasonably request from time to timeaccount maintained at Bank. Bank may, at its option, conduct a credit check of the Account Debtor for each Eligible Account requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, and notify any account debtor of Bank’s security interest in the Borrowers’ Accounts.

Lockbox. Borrowers Borrower shall cause all account debtors to wire any amounts owing to any Borrower that are Eligible Accounts to such deposit account (the “Bancontrol Collateral Account”) as Bank shall specify, and to mail all such payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Collateral Account. If a Borrower receives any such amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; two Two Business Days after clearance of any checks, Bank shall credit all amounts paid into the Bancontrol Collateral Account first, against any amounts outstanding under the Revolving LineFacility, and then, of any remaining balance of such amount, to such Borrower’s operating account. Borrowers Borrower shall enter into such lockbox agreement as Bank shall reasonably request from time to time. Bank may, at its option, conduct Borrower shall pay a credit check monthly fee of the Account Debtor $500 for each Eligible Account requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, and notify any account debtor of Bank’s security interest in Borrowers’ Accountslockbox services. Upon Borrower’s request, Bank will provide reports of invoice entry and payment to Borrower, and/or a report detailing the aging of open invoices.

Lockbox. Borrowers Borrower shall cause all account debtors to wire any amounts owing to any Borrower to such an account subject to a deposit account control agreement in favor of Bank, subject to sweep instructions as set forth in Section 3.3(c) to an account with Bank (the “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account). If a Borrower receives any amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to an account subject to an account control agreement in favor of Bank in the form received, except for an endorsement or to the order of Bank and, pending such delivery, shall hold such payment in trust for BankBancontrol Account. Funds from the Bancontrol Account shall be swept daily by Bank; two Business Days after clearance of any checks, . Bank shall credit all amounts paid into the Bancontrol Account first, against any amounts outstanding under the Revolving Line, and then, of any remaining balance of such amount, to such Borrower’s operating account. Borrowers At Bank’s request, Borrower shall enter into such lockbox agreement as Bank shall reasonably request from time to time, and direct all account debtors to send payments to such post office box. If a lockbox is required to be set up with Bank, Bank shall have the sole authority to collect such payments and deposit them to the Bancontrol Account. Bank may, at its option, conduct a credit check of the Account Debtor for each Eligible Account requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, and notify any account debtor of Bank’s security interest in Borrowers’ the Borrower’s Accounts.

Lockbox. Borrowers Borrower shall cause all account debtors to wire any amounts owing to any Borrower to such account (the “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account. If a Borrower receives any amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; two Two Business Days after clearance of any checks, Bank shall credit all amounts paid into the Bancontrol Account firstto Borrower’s operating account maintained at Bank; provided however that upon an Event of Default that is continuing, Bank may, in its sole discretion, credit any amounts paid into the Bancontrol Account first against any amounts outstanding under the Revolving Line, and then, of then any remaining balance of such amount, amount shall be credited to such Borrower’s operating account. Borrowers Borrower shall enter into such lockbox agreement as Bank shall reasonably request from time to time. Bank may, at its option, conduct a credit check of the Account Debtor for each Eligible Account requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, and notify any account debtor of Bank’s security interest in Borrowers’ the Borrower’s Accounts. Bank may verify invoices at its sole discretion and various forms of verification may be utilized by Bank, which could include the following: analyzing customer payment history, matching purchase orders or contracts to invoices, and direct telephonic or written confirmation with account debtors.

Lockbox. Borrowers Borrower shall cause all account debtors (other than account debtors relating to License and Transaction Revenue and QuickStart Lease Receivables) to wire any amounts owing to any Borrower to such account (the “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account. If a Borrower receives any amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; two Business Days after clearance of any checks, Bank shall credit all amounts paid into the Bancontrol Account first, against any amounts outstanding under the Revolving Line, and then, of any remaining balance of such amount, to such Borrower’s operating account. Borrowers Borrower shall enter into such lockbox agreement as Bank shall reasonably request from time to time. Bank may, at its option, conduct a credit check of the Account Debtor for each Eligible Account account debtors relating to the License and Transaction Revenue requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible AccountsLicense and Transaction Revenue, and notify any account debtor of Bank’s security interest in Borrowers’ the Borrower’s Accounts.

Lockbox. Borrowers Borrower shall cause all account debtors to wire any amounts owing to any Borrower to such account (the “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account. If a Borrower receives any amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; Within two Business Days after clearance of any checks, Bank shall credit all amounts paid into the Bancontrol Account firstto a Borrower’s operating account; provided however, at Bank’s discretion, Bank may first credit such amounts against any amounts outstanding under the Revolving LineObligations owing to Bank, and then, of with any remaining balance of such amount, amount to such a Borrower’s operating account. Borrowers Borrower shall enter into such lockbox agreement as Bank shall reasonably request from time to time. Bank may, at its option, conduct a credit check of the Account Debtor for each Eligible Account requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, and notify any account debtor of Bank’s security interest in Borrowers’ the Accounts.

Lockbox. Borrowers shall cause all account debtors to wire any amounts owing to any Borrower to such account (the “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a post office box under Bank’s control. All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account. If a Borrower receives any amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; two Business Days after clearance of any checks, Bank shall credit all amounts paid into the Bancontrol Account first, against any amounts outstanding under the Revolving Line, and then, of any remaining balance of such amount, to such Borrower’s operating account. Borrowers shall enter into such lockbox agreement as Bank shall reasonably request from time to time. Bank may, at its option, conduct a credit check of the Account Debtor for each Eligible Account requested by a Borrower for inclusion in the Borrowing Base. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, and notify any account debtor of Bank’s security interest in Borrowers’ Accounts.

Lockbox. Borrowers shall cause all account debtors to wire or direct all ACH or other electronic payments of any amounts owing to any a Borrower to such a restricted account at Bank (the “Bancontrol Account”) as Bank shall specify, and to mail all payments made by check to a lockbox or post office box under Bank’s controlcontrol (and Borrowers shall cease the use of any remote deposit check systems). All invoices shall specify such post office box as the payment address. Bank shall have sole authority to collect such payments and deposit them to the Bancontrol Account. If a Borrower receives any amount despite such Instructionsinstructions, such Borrower shall immediately deliver such payment to Bank in the form received, except for an endorsement to the order of Bank and, pending such delivery, shall hold such payment in trust for Bank. Funds from the Bancontrol Account shall be swept daily by Bank; two Business Days after clearance of any checks, Bank shall credit all amounts paid into the Bancontrol Account first, first against any amounts outstanding under the Revolving LineObligations owing to Bank, and then, of then any remaining balance of such amount, amount shall be credited to such Borrower’s operating accountaccount maintained at Bank. Borrowers shall enter into such lockbox agreement as Bank shall reasonably request from time to time. Bank may, at its option, conduct a credit check of the Account Debtor account debtor for each Eligible Account requested by a Borrower for inclusion in the Borrowing BaseBase and notify any account debtor of Bank’s security interest in the Borrowers’ Accounts. Bank may also verify directly with the respective account debtors the validity, amount and other matters relating to the Eligible Accounts, by means of matching purchase orders or contracts to invoices, analyzing customer payment history and notify any direct telephonic or written confirmation with the account debtor of Bank’s security interest in Borrowers’ Accountsor otherwise.