Maintaining the Collateral Account. Until the Termination Date of this Agreement:
(i) The Borrower will maintain the Collateral Account with a financial institution approved by the Lender.
(ii) All monies received by the Lender while a Default or an Event of Default has occurred and is continuing, and any monies received as a result of investments made as contemplated by subsection 4.2(c)(iii) hereof, shall be deposited in the Collateral Account.
(iii) Pending the disbursement thereof pursuant to the terms of this Agreement, all monies in the Collateral Account shall (to the extent it is practical to do so) be invested by the Lender in Cash Equivalents. All such investments shall be evidenced either (a) by negotiable certificates or instruments which are held by or for the account of the Lender or (b) by book entries maintained in a State in which the Lender may be granted by book entries a security interest in the securities relating thereto. In the absence of its gross negligence or willful misconduct, the Lender shall not have any liability out of or in connection with any investment made in accordance with the provisions herein or for any loss or decline in value of any investment or from any loss resulting directly or indirectly from any investment made pursuant to and in accordance with the provisions hereof.
Maintaining the Collateral Account. Prior to or concurrently with the execution and delivery hereof and for so long as any Secured Obligation shall remain outstanding,
(a) the Trustee shall establish and maintain (and the Collateral Securities Intermediary shall maintain and administer in accordance with this Pledge Agreement) the Pledge Account with the Collateral Securities Intermediary at its office at 225 Xxxxxx Xxxxxx, Xxxxxxxx, Xxxxxxxxxxx, 00000 xx accordance with the terms of this Pledge Agreement. The Pledge Account shall at all times be segregated from any other custodial or collateral account maintained by the Trustee.
(b) the Collateral Securities Intermediary and the Trustee shall cause the Pledge Account to be, and the Pledge Account shall be, separate from all other accounts held by or under the control and dominion of the Trustee, the Collateral Securities Intermediary or State Street. It shall be a term and condition of the Pledge Account, notwithstanding any term or condition to the contrary in any other agreement relating to the Pledge Account, and except as otherwise provided by the provisions of Section 5 and Section 17.9 of this Pledge Agreement, that no amount shall be paid or released to or for the account of, or withdrawn by or for the account of, the Company or any other Person from the Pledge Account.
(c) the Pledge Account shall be subject to such applicable laws, and such applicable regulations of any appropriate banking or governmental authority, as may now or hereafter be in effect, including, without limitation, any applicable regulations of the Board of Governors of the Federal Reserve System.
(d) subject to the provisions of this Pledge Agreement, the Pledge Account shall be under the sole dominion and control of the Trustee. The Trustee shall have the sole right to make withdrawals from the Pledge Account and to exercise all rights (including the delivery of entitlement orders) with respect to the Collateral from time to time therein. All Collateral delivered to or held by or on behalf of, and not released by, the Trustee pursuant hereto shall be held in the Pledge Account in accordance with the provisions hereof.
(e) if any earnings of the Collateral held in the Pledge Account are subject to non-U.S. withholding taxes, the Trustee shall cooperate in good faith with the Company to reduce or eliminate such withholding taxes, including, without limitation, through changing the location of the Pledge Account or through establishing an additional Pledge Account...
Maintaining the Collateral Account. Except as otherwise provided by Section 5 and Section 12:
(a) So long as the Obligations shall remain unpaid, the Pledgor will maintain the Collateral Account with the Escrow Agent.
(b) Except as provided in Section 5 hereof, it shall be a term and condition of the Collateral Account, notwithstanding any term or condition to the contrary in any other agreement relating to the Collateral Account, that no amount (including interest on Collateral Investments) shall be paid or released to or for the account of, or withdrawn by or for the account of, the Pledgor or any other Person from the Collateral Account.
(c) The Collateral Account shall be established and maintained as a securities account (as defined in Section 8-501 of the U.C.C.).
(d) 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.
Maintaining the Collateral Account. Until the Termination Date of this Agreement:
(i) The Borrower will maintain the Collateral Account with a financial institution approved by the Lender.
(ii) All monies received by the Lender while a Default or an Event of Default has occurred and is continuing, and any monies received as a result of investments made as contemplated by subsection 4.2(c)(iii) hereof, shall be deposited in the Collateral Account.
(iii) Pending the disbursement thereof pursuant to the terms of this Agreement, all monies in the Collateral Account shall (to the extent it is practical to do so) be invested by the Lender in Cash Equivalents. All such investments shall be evidenced either (a) by negotiable certificates or instruments which are held by or for the account of the Lender or (b) by book entries maintained in a State in which the Lender may be granted by book entries a security interest in the securities relating
Maintaining the Collateral Account. (a) So long as any Obligation shall remain unpaid, the Trustee will maintain separately the Collateral Account with United States Trust Company of New York, which account shall at all times be under the sole dominion and control of the Trustee and subject to the terms and conditions of this Escrow Agreement.
(b) It shall be a term and condition of the Collateral Account, notwithstanding any term or condition to the contrary in any other agreement relating to the Collateral Account, and except as otherwise provided by the provisions of Section 7 and Section 14 hereof, that no amount (including interest on Collateral Investments) shall be paid or released to or for the account of, or withdrawn by or for the account of, the Pledgor or any other Person from 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.
Maintaining the Collateral Account. So long as any Secured Obligation shall remain unpaid and until such time as the Indenture shall have been satisfied and discharged in accordance with Section 401 thereof:
(a) The Company will maintain the Collateral Account with the Trustee.
(b) It shall be a term and condition of the Collateral Account, notwithstanding any term or condition to the contrary in any other agreement relating to the Collateral Account and except as otherwise provided in Sections 8 and 20 hereof, that no amount (including interest on Collateral Investments, as hereinafter defined) shall be paid or released to or for the account of, or withdrawn by or for the account of, the Company or any other Person from 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.
Maintaining the Collateral Account. So long as any Working Capital Advance or any other Obligation of any Loan Party under any Loan Document shall remain unpaid or any Lender shall have any Commitment under the Credit Agreement:
(a) The Borrower will maintain the Collateral Account with the Collateral Agent or another commercial bank acceptable to the Collateral Agent that has entered into a Pledged Account Letter (the Collateral Agent or bank with which the Collateral Account is maintained being the "Collateral Bank").
(b) It shall be a term and condition of the Collateral Account, notwithstanding any term or condition to the contrary in any other agreement relating to the Collateral Account and except as otherwise provided by the provisions of Section 19, that no amount (including interest on Cash Equivalents credited thereto) will be paid or released to or for the account of, or withdrawn by or for the account of, the Borrower or any other Person from the Collateral Account.
Maintaining the Collateral Account. So long as any Obligation shall remain unpaid:
(a) The Company will maintain an interest-bearing blocked deposit account (the COLLATERAL ACCOUNT) with the Bank. On or prior to the Date of Issuance of any Letter of Credit, the Borrower shall make a deposit in the Collateral Account in an amount equal to the Stated Amount of the Letter of Credit.
(b) Except as otherwise provided in the next paragraph and in Section 3.3(a), no amount (including interest on the Collateral Account) shall be paid or released to or for the account of, or withdrawn by or for the account of, the Company
(c) Upon any reduction in the Stated Amount of any Letter of Credit other than a reduction due to an unreimbursed drawing on the Letter of Credit, the Bank, upon the written request of the Company, shall pay to or upon the order of the Company out of the Collateral Account an amount equal to such reduction.
(d) 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.
Maintaining the Collateral Account. So long as any of the Secured Obligations shall remain unpaid: it shall be a term and condition of the Collateral Account that the Secured Parties, and each of them acting alone, shall have the sole right to withdraw funds or hold any funds in the Collateral Account, and the Debtor hereby agrees and acknowledges that the Secured Parties and each of them shall have exclusive dominion and control of the Collateral Account, and that the Secured Parties, or either of them shall be the sole Person entitled to give instructions to release, withdraw or transfer funds in the Collateral Account. Neither Secured Party shall have any obligation to invest any funds from time to time in the Collateral Account in any interest-bearing investment.
Maintaining the Collateral Account. So long as any Advance or any other Obligation of any Loan Party under any Loan Document shall remain unpaid, any Secured Hedge Agreement shall be in effect or any Lender shall have any Commitment under the Credit Agreement:
(a) The Borrower will maintain the Collateral Account with the Collateral Agent or another commercial bank acceptable to the Collateral Agent and that has entered into a Securities Account Control Agreement (the Collateral Agent or any bank with which the Collateral Account is maintained being a "Collateral Bank").
(b) It shall be a term and condition of the Collateral Account, notwithstanding any term or condition to the contrary in any other agreement relating to the Collateral Account, as the case may be, and except as otherwise provided by the provisions of Sections 7 and 21, that no amount (including interest on Cash Equivalents credited thereto) will be paid or released to or for the account of, or withdrawn by or for the account of, the Borrower or any other Person from the Collateral Account.
(c) Each Grantor will deposit in the Collateral Account or pay to the Collateral Agent for deposit in the Collateral Account all funds contemplated by Section 2.05(b)(ii) of the Credit Agreement in accordance with the terms thereof.
