New Deposit Accounts. The Borrower will not, and will not permit any Guarantor to, open or otherwise establish, or deposit or otherwise transfer Dedicated Cash Receipts into, any Deposit Account other than Deposit Accounts listed in which the Collateral Agent has been granted a Lien in each such Deposit Account and each such Deposit Account is subject to a Deposit Account Control Agreement in favor of the Collateral Agent.
New Deposit Accounts. The Borrower will not, and will not permit any of its Subsidiaries to, open or otherwise establish, or deposit or otherwise transfer Dedicated Cash Receipts into, any Deposit Account other than Deposit Accounts listed on Schedule 7.27.
Section 10. Amendment to Section 10.01(d). Section 10.01(d) is hereby amended by deleting the phrase “Section 8.17 or in” and replacing such phrase with “Section 8.17, Section 8.18 or in”.
New Deposit Accounts. No Loan Party shall open any Deposit Account or lock-boxes or direct that payment be made to any other account (other than to another DACA Deposit Account or a Dominion Account) unless such Person shall have given Agent at least ten (10) days’ prior written notice of its intention to open any such new accounts and shall have delivered to Agent a fully-executed copy of a Deposit Account Control Agreement relating to such account satisfying the requirements set forth in Section 8.5.5 (Deposit Account Control Agreements) upon the opening of such Deposit Account. Loan Parties shall amend Schedule 8.5 (Deposit Accounts) to reflect same within five (5) days of opening any such account. Nothing in this Section 8.5.4 shall be deemed to be a waiver of the requirements set forth in Section 8.5.1(b) (Lockboxes and Deposit Accounts).
New Deposit Accounts. The Borrower shall not, and shall not permit any Restricted Subsidiary to, open or otherwise establish, or deposit or otherwise transfer Dedicated Cash Receipts into, any Deposit Account other than (x) Excluded Accounts and (y) Deposit Accounts in which the Collateral Agent has been granted a Lien pursuant to the Interim Order or Final DIP Order, as applicable.
New Deposit Accounts. Before any Grantor opens or replaces any Receivables Account or any other deposit account, such Grantor shall (i) obtain the Administrative Agent’s consent in writing to the opening of such deposit account or Receivables Account and (ii) cause each bank or financial institution in which it seeks to open (A) a deposit account to enter into a Deposit Account Control Agreement with the Administrative Agent in order to give the Administrative Agent control of such deposit account or (B) a Receivables Account to enter into a Deposit Account Control Agreement with the Administrative Agent in order to give the Administrative Agent control of the Receivables Account. In the case of deposit accounts or Receivables Account maintained with Lenders, the terms of such letter shall be subject to the provisions of the Credit Agreement regarding set-offs.
New Deposit Accounts. Unless a Security Interest exists with respect to each such deposit account no later than three (3) Business Days following its opening, each Obligor (other than the Borrower in respect of its Subsidiaries (other than any Target)) shall not, and the Borrower shall not permit any Target (if not yet an Obligor) to, open or maintain any deposit account, securities account or commodity account with any Person except for the accounts specified in Item 5.20 of the Disclosure Schedule.
New Deposit Accounts. In the event that the Company enters into a Permitted Receivables Securitization Program that uses any Deposit Account other than the Proceeds Remittance Account for a purpose similar to any purpose for which the Proceeds Remittance Account is used under the Existing Receivables Securitization Program, then the Company shall take such action as may be necessary to create and 105 CREDIT AGREEMENT perfect (and maintain the enforceability and perfection of) a First Priority Lien in favor of the Collateral Agent in respect of the Company's interest in such Deposit Account, and to provide for the daily forwarding of the Cash Balance in such Deposit Account in accordance with subsection 6.9C immediately following the activation of the Cash Management System in accordance with subsection 6.9B with respect to such Deposit Account. In the event that Holdings or any of its Domestic Subsidiaries enters into a Permitted Receivables Securitization Program that uses any Deposit Account other than the Concentration Account and each Collection Account for a purpose similar to the purpose for which one of the aforementioned Deposit Accounts is used under the Existing Receivables Securitization Program, then Holdings shall, or shall cause such Domestic Subsidiary to, take such action as may be necessary to create and perfect (and maintain the enforceability and perfection of) a Lien (to the extent, if any, that a second priority Lien or springing Lien in respect of Deposit Accounts can be perfected under the UCC) in favor of the Collateral Agent, subject to the rights of the purchaser agent and purchasers and the Receivables SPV under the intercreditor agreement relating to such Permitted Receivables Securitization Program, in respect of the Company's interest in such Deposit Account, and to provide for the daily forwarding of the Cash Balance in such Deposit Account in accordance with subsection 6.9C immediately following the activation of the Cash Management System in accordance with subsection 6.9B with respect to such Deposit Account, and to provide for the payment or delivery of any amounts that constitute Collections of Transferred Receivables to the Person entitled to receive such amounts in accordance with the Intercreditor Agreement (or any intercreditor agreement entered into in connection with a Permitted Receivables Securitization Program). The Company may amend Schedule 5.19 to add or replace a Blocked Account (to the extent permitted under the applicable Permi...
New Deposit Accounts. The Borrower will not, and will not permit any of its Subsidiaries to, open or otherwise establish, or deposit or otherwise transfer Dedicated Cash Receipts into, any Deposit Account other than Deposit Accounts listed on Schedule 7.23.
New Deposit Accounts. Account BANK ADDRESS OF BANK TYPE OF ACCOUNT NUMBER ---- --------------- --------------- ------ EXHIBIT F-1 SEE EXISTING CREDIT AGREEMENT EXHIBIT F-2 SEE EXISTING CREDIT AGREEMENT EXHIBIT G-1 SEE EXISTING CREDIT AGREEMENT EXHIBIT G-2 SEE EXISTING CREDIT AGREEMENT EXHIBIT G-3 SEE EXISTING CREDIT AGREEMENT EXHIBIT H-1 SEE EXISTING CREDIT AGREEMENT EXHIBIT H-2 SEE EXISTING CREDIT AGREEMENT EXHIBIT I SEE EXISTING CREDIT AGREEMENT EXHIBIT J LENDER ASSIGNMENT AGREEMENT (NOTICE) To: KEEBLER CORPORATION 000 Xxxxx Xxxxxx Xxxxxxxx, Xxxxxxxx 00000 Attention: E. Xxxxxx XxXxxxx To: THE BANK OF NOVA SCOTIA, as the Administrative Agent Xxx Xxxxxxx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: ____________________ KEEBLER CORPORATION ------------------- Gentlemen and Ladies: We refer to clause (d) of Section 10.11.1 of the Second Amended and Restated Credit Agreement, dated as of April 8, 1997 (as so amended and restated, and together with any further amendments, supplements, amendment and restatements and other modifications from time to time thereafter made thereto, the "CREDIT AGREEMENT"), among Keebler Corporation (formerly known as Keebler Holding Corp.), a Delaware corporation (the "BORROWER"), the various financial institutions as are, or may from time to time become, parties thereto (the "LENDERS"), the Co-Agents named therein and The Bank of Nova Scotia, as Administrative Agent. Unless otherwise defined herein or the context otherwise requires, terms used herein have the meanings provided in the Credit Agreement. This agreement is delivered to you pursuant to clause (d) of Section 10.11.1 of the Credit Agreement and also constitutes notice to each of you, pursuant to clause (c) of Section 10.11.1 of the Credit Agreement, of the assignment and delegation to _______________ (the "ASSIGNEE") of $____________ of the [insert type of Loans being assigned] and (constituting ___% of the Commitments) of _____________ (the "ASSIGNOR") outstanding under the Credit Agreement on the date hereof. After giving effect to the foregoing assignment and delegation, the Assignor's and the Assignee's Percentages for the purposes of the Credit Agreement are set forth opposite such Person's name on the signature pages hereof. [Add paragraph dealing with accrued interest and fees with respect to the Loans assigned.] The Assignee hereby acknowledges and confirms that it has received a copy of the Credit Agreement and the exhibits related thereto, together with copies of the documents which we...
New Deposit Accounts. Establish any Deposit Accounts of any kind with any financial institution (other than the Deposit Accounts set forth on Disclosure Schedule E attached hereto).
