Common use of Maintaining the Blocked Accounts Clause in Contracts

Maintaining the Blocked Accounts. So long as any Advance shall remain unpaid, any Letter of Credit or Bank Hedge Agreement shall be outstanding or any Lender Party shall have any Commitment under the Credit Agreement: (a) Each Grantor shall, to the extent such Grantor shall have at any time an aggregate amount on deposit in excess of $250,000, maintain blocked deposit accounts ("Blocked Accounts") only with banks ("Blocked Account Banks") that have entered into letter agreements in substantially the form of Exhibit A (or such other form as the Administrative Agent and such Grantor shall agree) with such Grantor and the Administrative Agent ("Blocked Account Letters"). (b) At the end of each Business Day, the Grantors required to maintain Blocked Accounts pursuant to the foregoing paragraph shall deposit all cash in Blocked Accounts; provided, however, that the provisions of this Section 6(b) shall not apply to (i) the Citibank Account and payments required to be made thereto and (ii) any deposit account held in the name of the Borrower at PNC Bank for miscellaneous cash receipts and payments thereto so long as the aggregate amount on deposit in such accounts shall not exceed $25,000. (c) Upon any termination of any Blocked Account Letter or other agreement with respect to the maintenance of a Blocked Account by any Grantor required to maintain any Blocked Account pursuant to Section 6(a) or any Blocked Account Bank, such Grantor shall immediately notify all Obligors that were making payments to such Blocked Account to make all future payments to another Blocked Account. Following the occurrence and during the continuance of an Event of Default, such Grantor agrees to terminate any or all Blocked Accounts and Blocked Account Letters upon request by the Administrative Agent.

Maintaining the Blocked Accounts. So long as any Advance shall remain unpaid, any Letter of Credit or Bank Hedge Agreement shall be outstanding or any Lender Party shall have any Commitment under the Credit Agreement: (a) Each Grantor shall, to the extent such Grantor shall have at any time an aggregate amount on deposit in excess of $250,000, maintain blocked deposit accounts ("Blocked Accounts") only with banks ("Blocked Account Banks") that have entered into letter agreements in substantially the form of Exhibit A (or such other form as the Administrative Collateral Agent and such Grantor shall agree) with such Grantor and the Administrative Collateral Agent ("Blocked Account Letters"). After the Initial Extension of Credit and in accordance with Section 5.01(o) of the Credit Agreement, the Borrower shall deliver each Blocked Account Letter to the Collateral Agent, duly executed by each Grantor, the Collateral Agent and the Blocked Account Bank party thereto. (b) At Each Grantor shall immediately instruct each Person obligated at any time to make any payment to such Grantor for any reason (an "Obligor") to make such KL2:194292.6 payment to a Blocked Account and, if an Event of Default shall have occurred and be continuing, shall, at the request of the Collateral Agent, pay to the Collateral Agent for application as provided by the terms of the Credit Agreement, at the end of each Business Day, the Grantors required to maintain Blocked Accounts pursuant to the foregoing paragraph shall deposit all cash in Blocked Accounts; provided, however, that the provisions proceeds of this Section 6(b) Collateral. So long as an Event of Default shall not apply have occurred and be continuing or if the Collateral Agent shall not have given the notice referred to (i) the Citibank Account and payments required to be made thereto and (ii) any deposit account held in the name of immediately preceding sentence, such Grantor may operate the Borrower at PNC Bank for miscellaneous cash receipts and payments thereto so long as the aggregate amount on deposit Blocked Account in such accounts shall not exceed $25,000accordance with its past business practice. (c) Upon any termination of any Blocked Account Letter or other agreement with respect to the maintenance of a Blocked Account by any such Grantor required to maintain any Blocked Account pursuant to Section 6(a) or any Blocked Account Bank, such Grantor shall immediately notify all Obligors that were making payments to such Blocked Account to make all future payments to another Blocked Account. Following the occurrence and during the continuance of an Event of Default, such Such Grantor agrees to terminate any or all Blocked Accounts and Blocked Account Letters upon request by the Administrative Collateral Agent.

Maintaining the Blocked Accounts. So long as any Advance -------------------------------- shall remain unpaid, unpaid or any Letter of Credit Credit, Bankers' Acceptance or Bank Hedge Agreement shall be outstanding or any Lender Party shall have any Commitment under the Credit Agreement: (a) Each Grantor shall, to the extent such Grantor The Borrower shall have at any time an aggregate amount on deposit in excess of $250,000, maintain blocked deposit accounts ("Blocked ------- Accounts") only with banks ("Blocked Account Banks") that have entered into -------- --------------------- letter agreements in substantially the form of Exhibit A (or such other form as the Administrative Agent and such Grantor shall agree) with such Grantor and the Administrative Agent ("Blocked ------- Account Letters"). As of the date hereof, the Borrower shall have --------------- delivered each Blocked Account Letter to the Agent, duly executed by the Borrower, the Agent and the Blocked Account Bank party thereto. (b) At Each Grantor shall immediately instruct each Person obligated at any time to make any payment to such Grantor for any reason in respect of Receivables (an "Obligor") to make such payment to a Blocked Account and, ------- if (i) an Event of Default shall have occurred and be continuing and (ii) either the making of the request or the granting of the consent specified by Section 6.01 of the Credit Agreement to authorize the Agent to declare the Advances due and payable pursuant to the provisions of such Section 6.01 or the making of any demand by the Agent pursuant to Section 6.02 of the Credit Agreement requiring the Borrower to pay amounts in respect of Letters of Credit or the Canadian Borrower to pay amounts in respect of Bankers' Acceptances shall have occurred, shall, at the request of the Agent, pay to the Agent for application as provided by the terms of the Credit Agreement, at the end of each Business Day, all proceeds of Collateral. So long as an Event of Default shall not have occurred and be continuing and the Grantors required Agent shall not have given the notice referred to maintain in the immediately preceding sentence, the Borrower may operate its Blocked Accounts pursuant to the foregoing paragraph shall deposit all cash in Blocked Accounts; provided, however, that the provisions of this Section 6(b) shall not apply to (i) the Citibank Account and payments required to be made thereto and (ii) any deposit account held in the name of the Borrower at PNC Bank for miscellaneous cash receipts and payments thereto so long as the aggregate amount on deposit in such accounts shall not exceed $25,000accordance with its past business practices. (c) Upon any termination of any Blocked Account Letter or other agreement with respect to the maintenance of a Blocked Account by any Grantor required to maintain any Blocked Account pursuant to Section 6(a) the Borrower or any Blocked Account Bank, such the applicable Grantor shall immediately notify all Obligors that were making payments to such Blocked Account to make all future payments to another Blocked Account. Following the occurrence and during the continuance of an Event of Default, such Grantor The Borrowers agrees to terminate any or all Blocked Accounts and Blocked Account Letters upon reasonable request by of the Administrative Agent.

Maintaining the Blocked Accounts. So long as any Advance -------------------------------- shall remain unpaid, any Letter of Credit or Bank shall be outstanding, any Secured Hedge Agreement shall be outstanding in effect or any Lender Party shall have any Commitment under the Credit Agreement: (a) Each Grantor shall, to the extent such Grantor shall have at any time an aggregate amount on deposit in excess of $250,000, maintain blocked deposit accounts ("Blocked ------- Accounts") only with banks ("Blocked Account Banks") that have entered into -------- --------------------- letter agreements in substantially the form of Exhibit A (or such other form as the Administrative Agent and such Grantor shall agree) with such Grantor and the Administrative Agent (the "Blocked Account Letters").. ----------------------- (b) At Each Grantor shall immediately instruct each Person obligated at any time to make any payment to such Grantor for any reason (an "Obligor") ------- to make such payment to a Blocked Account and, if an Event of Default shall have occurred and be continuing, shall, at the request of the Agent, pay to the Agent for application as provided by the terms of the Credit Agreement, at the end of each Business Day, the Grantors required to maintain Blocked Accounts pursuant to the foregoing paragraph shall deposit all cash in Blocked Accounts; provided, however, that the provisions proceeds of this Section 6(b) Collateral. So long as an Event of Default shall not apply have occurred and be continuing or if the Agent shall not have given the notice referred to (i) the Citibank Account and payments required to be made thereto and (ii) any deposit account held in the name of immediately preceding sentence, such Grantor may operate the Borrower at PNC Bank for miscellaneous cash receipts and payments thereto so long as the aggregate amount on deposit Blocked Account in such accounts shall not exceed $25,000accordance with its past business practice. (c) Upon any termination of any Blocked Account Letter or other agreement with respect to the maintenance of a Blocked Account by any such Grantor required to maintain any Blocked Account pursuant to Section 6(a) or any Blocked Account Bank, such Grantor shall immediately notify all Obligors that were making payments to such Blocked Account to make all future payments to another Blocked Account. Following the occurrence and during the continuance of an Event of Default, such Grantor agrees to terminate any or all Blocked Accounts and Blocked Account Letters upon request by the Administrative Agent.