Common use of Operating Accounts Clause in Contracts

Operating Accounts. (a) Maintain all of its domestic operating and other deposit accounts and securities accounts, including all excess cash, with Bank and Bank’s Affiliates. Borrower shall consider maintaining its foreign primary banking relationship with Bank and Bank’s Affiliates. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United States, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain all of its domestic primary depository, operating and other deposit securities accounts and securities accounts, including all excess cash, with Bank and or Bank’s Affiliates. Borrower , which accounts shall consider maintaining its foreign primary banking relationship with Bank represent at least 85% of the dollar value of Borrower’s and BankBorrower’s AffiliatesSubsidiaries’ accounts at all financial institutions. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank Bank or financial institution in the United States other than Bank or Bank’s Affiliates. For In addition, for each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder hereunder, which Control Agreement may not be terminated without the prior written consent of the Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain all of its domestic their primary and their Subsidiaries’ primary operating and other deposit accounts and securities accounts, including all excess cash, accounts with Bank which accounts shall represent at least eighty five percent (85%) of the dollar value of Borrowers’ and Bank’s Affiliates. Borrower shall consider maintaining its foreign primary banking relationship with Bank and Bank’s Affiliatessuch Subsidiaries accounts at all financial institutions. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that a Borrower at any time maintains in the United Statesmaintains, such Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of a Borrower’s employees and identified to Bank by such Borrower as such.

Operating Accounts. (a) Maintain all of its domestic primary operating and other deposit accounts and securities accounts, including all excess cash, accounts with Bank and Bank’s Affiliates. Borrower , on a consolidated basis, which accounts shall consider maintaining its foreign primary banking relationship with Bank represent at least 85% of the dollar value of Borrower’s and Bank’s Affiliatessuch Subsidiaries accounts at all financial institutions. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain all of its domestic primary and its Domestic Subsidiaries’ primary operating and other deposit accounts and securities accounts, including all excess cashand its primary and its Domestic Subsidiaries’ primary cash management, with Bank letters of credit and Bank’s Affiliates. Borrower shall consider maintaining its foreign primary banking relationship business credit cards, with Bank and Bank’s Affiliates. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain all of its domestic and its Subsidiaries primary operating and other deposit accounts and securities accounts, including all excess cash, accounts with Bank and Bank’s Affiliates. Borrower Affiliates which accounts shall consider maintaining its foreign primary banking relationship with Bank represent at least 85% of the dollar value of Borrower’s and Bank’s Affiliatessuch Subsidiaries accounts at all financial institutions. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as suchas.

Operating Accounts. (a) Maintain all of its domestic operating and other deposit accounts and securities accounts, including all excess cash, with Bank and Bank’s Affiliates, all of its and all of its Subsidiaries’ primary banking relationship, including, without limitation, its operating and investment accounts. In addition, Borrower shall consider maintaining conduct all of its foreign primary banking relationship with Bank and exchange transactions, if any, through Bank’s Affiliates. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain its and all of its domestic Subsidiaries’ primary banking relationship (including its operating and other deposit accounts and securities accounts, including all excess cashsecurities/investment accounts, with Bank cash management, asset management, letters of credit, and Bank’s Affiliates. Borrower shall consider maintaining its foreign primary banking relationship business credit cards) with Bank and Bank’s Affiliates. (b) Provide Bank at least five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain all of its domestic and all of its Subsidiaries’ operating and other deposit accounts and securities accounts, including all excess cash, accounts located in the United States and/or the United Kingdom with Bank and Bank’s Affiliates. Borrower shall consider maintaining its foreign primary banking relationship , with all excess funds maintained with Bank and Bank’s Affiliates. (b) Provide Bank five (5) days prior prior-written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder hereunder, which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes taxes, and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain all of its primary domestic operating and other domestic deposit accounts and securities accounts, including all excess cash, with Bank and Bank’s Affiliates. Borrower shall consider maintaining its foreign primary banking relationship with Bank and Bank’s Affiliates. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United States, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes taxes, and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain all of its domestic primary operating and other deposit accounts and securities accounts, including all excess cash, accounts with Bank and Bank’s Affiliates. Borrower , which accounts shall consider maintaining its foreign primary banking relationship with Bank and Bankrepresent at least eighty-five percent (85%) of the dollar value of Borrower’s Affiliatesaccounts at all financial institutions. (b) Provide Bank five (5) days Business Days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder hereunder, which Control Agreement control agreements may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.

Operating Accounts. (a) Maintain (i) all of its domestic operating and other deposit accounts operating, depository, and securities accounts, including all excess cash, accounts with Bank and Bank’s Affiliates. Borrower shall consider maintaining , and (ii) all of its foreign primary banking relationship Subsidiaries’ U.S. operating, depository, and securities accounts with Bank and Bank’s Affiliates. (b) Provide Bank five (5) days prior written notice before establishing any Collateral Account at or with any bank or financial institution in the United States other than Bank or Bank’s Affiliates. For each Collateral Account that Borrower at any time maintains in the United Statesmaintains, Borrower shall cause the applicable bank or financial institution (other than Bank) at or with which any Collateral Account is maintained to execute and deliver a Control Agreement or other appropriate instrument with respect to such Collateral Account to perfect Bank’s Lien in such Collateral Account in accordance with the terms hereunder which Control Agreement may not be terminated without the prior written consent of Bank. The provisions of the previous sentence shall not apply to deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrower’s employees and identified to Bank by Borrower as such.