Common use of Project Accounts Clause in Contracts

Project Accounts. (a) The Accounts Property will not constitute repayment of the Obligations until so applied as payments in accordance with the terms of this Agreement and the other Financing Documents. (b) The Accounts Bank shall not have title to the funds on deposit in the Project Accounts, and shall credit the Project Accounts with all receipts of interest, dividends and other income received on the property held in the Project Accounts. The Accounts Bank shall administer and manage the Project Accounts in strict compliance with its duties with respect to the Project Accounts pursuant to this Agreement, and shall be subject to and comply with all of the obligations that the Accounts Bank owes to the Borrowers’ Agent, the Senior Collateral Agent on behalf of the Priority Senior Secured Parties and the Collateral Agent, on behalf of the Senior Secured Parties, with respect to the Project Accounts, including all subordination obligations set forth in Section 8.13 (Subordination) with respect to the Accounts Bank’s right of set-off or recoupment or right to obtain a Lien, pursuant to the terms of this Agreement and the Senior Credit Agreement. The Accounts Bank hereby agrees to comply with any and all instructions originated by the Senior Collateral Agent and the Collateral Agent directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts without any further consent of any Borrower or any other Person (provided that the Collateral Agent agrees that it will only originate and deliver to the Accounts Bank such instructions, orders and entitlement orders as are permitted in accordance with the terms of this Agreement and the Intercreditor Agreement) and to comply with any and all instructions originated by the Borrowers’ Agent directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts subject to the terms of this Agreement and the Senior Credit Agreement.

Project Accounts. (a) The Borrower agrees that it will have no legal or equitable right to withdraw funds from the Project Accounts, except for those rights expressly granted to the Borrower in this Accounts Property Agreement. The Account Collateral will not constitute repayment of the Obligations or the Subordinated Debt until so applied as payments in accordance with the terms of this Accounts Agreement and the other Financing Documents. (b) The Accounts Bank shall not have title to the funds on deposit in or credited to the Project Accounts, and shall credit the Project Accounts with all receipts of interest, dividends and other income received on the property held in the Project Accounts. The Accounts Bank shall administer and manage the Project Accounts in strict compliance with its duties with respect to the Project Accounts pursuant to this Accounts Agreement, and shall be subject to and comply with all of the obligations that the Accounts Bank owes to the Borrowers’ Agent, the Senior Collateral Agent on behalf of the Priority Senior Secured Parties Borrower and the Collateral Agent, on behalf for the benefit of the Senior Secured Parties, with respect to the Project Accounts, including all subordination obligations set forth in Section 8.13 2.10 (Subordination) with respect to the Accounts Bank’s right of set-off or recoupment or right to obtain a Lien, pursuant to the terms of this Agreement and the Senior Credit Accounts Agreement. The Accounts Bank hereby agrees to comply with any and all written instructions originated by the Senior Collateral Agent and the Collateral Agent directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts without any further consent of any the Borrower or any other Person (provided that the Collateral Agent agrees that it will only originate and deliver to the Accounts Bank such instructionsPerson, orders and entitlement orders as are permitted in accordance with the terms of this Agreement and the Intercreditor Agreement) and to comply with any and all written instructions originated by the Borrowers’ Agent Borrower directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts subject to to, and in accordance with, the terms of this Agreement and the Senior Credit Accounts Agreement.

Project Accounts. (a) The Accounts Property will not constitute repayment of the Obligations until so applied as payments in accordance with the terms of this Agreement and the other Financing Documents. (b) The Accounts Bank shall not have title to the funds on deposit in the Project Accounts, and shall credit the Project Accounts with all receipts of interest, dividends and other income received on the property held in the Project Accounts. The Accounts Bank shall administer and manage the Project Accounts in strict compliance with its duties with respect to the Project Accounts pursuant to this Agreement, and shall be subject to and comply with all of the obligations that the Accounts Bank owes to the Borrowers’ Agent, the Senior Existing Collateral Agent Agent, on behalf of the Priority Existing Senior Secured Parties and the Collateral Agent, on behalf of the Senior Secured Parties, with respect to the Project Accounts, including all subordination obligations set forth in Section 8.13 (Subordination) with respect to the Accounts Bank’s right of set-off or recoupment or right to obtain a Lien, pursuant to the terms of this Agreement and the Senior Amended Credit Agreement. The Accounts Bank hereby agrees to comply with any and all instructions originated by the Senior Existing Collateral Agent and the Collateral Agent directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts without any further consent of any Borrower or any other Person (provided that the Collateral Agent agrees that it will only originate and deliver to the Accounts Bank such instructions, orders and entitlement orders as are permitted in accordance with the terms of this Agreement and the Intercreditor Agreement) and to comply with any and all instructions originated by the Borrowers’ Agent directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts subject to the terms of this Agreement and the Senior Amended Credit Agreement.

Project Accounts. (a) The Borrower agrees that the interests of the Borrower in or to the Project Accounts Property and the Account Collateral are limited to the rights expressly granted to the Borrower in this Agreement and do not include any other legal or equitable rights, title or interest. The Account Collateral will not constitute repayment of the Obligations until so applied as payments in accordance with the terms of this Agreement and the other Financing Documents. (b) The Accounts Bank shall not have title to the funds on deposit in or credited to the Project Accounts, and shall credit the Project Accounts with all receipts of interestofinterest, dividends and other income received on the property held in the Project Accounts. The Accounts TheAccounts Bank shall administer and manage the Project Accounts in strict compliance accordance with its duties with respect to the Project Accounts pursuant to set forth in this Agreement, and shall be subject to and comply with all of the obligations that the Accounts Bank owes to the Borrowers’ Agent, the Senior Collateral Agent on behalf of the Priority Senior Secured Parties Borrower and the Collateral Agent, on behalf of the Senior Secured Parties, Lender with respect to the Project Accounts, including all subordination obligations set forth in Section 8.13 (Subordination) 2.7 with respect to the Accounts Bank’s right of set-off or recoupment or right to obtain a Lien, pursuant to the terms of this Agreement and the Senior Credit Agreement. The Accounts Bank hereby agrees to comply with any and all written instructions originated by the Senior Collateral Agent and Lender in accordance with the Collateral Agent provisions hereof directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts without any further consent of any the Borrower or any other Person (provided that the Collateral Agent agrees that it will only originate and deliver to the Accounts Bank such instructionsPerson, orders and entitlement orders as are permitted in accordance with the terms of this Agreement and the Intercreditor Agreement) and to comply with any and all written instructions originated by the Borrowers’ Agent Borrower directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts subject to to, and in accordance with, the terms of this Agreement and the Senior Credit Agreement.

Project Accounts. (a) The Borrower agrees that it will have no legal or equitable right to withdraw funds from the Project Accounts, except for those rights expressly granted to the Borrower in this Accounts Property Agreement. The Account Collateral will not constitute repayment of the any Obligations until so applied as payments in accordance with the terms of this Accounts Agreement and the other Financing Documents. (b) The Accounts Bank shall not have title to the funds on deposit in or credited to the Project Accounts, and shall credit the Project Accounts with all receipts of interest, dividends and other income received on the property held in the Project Accounts. The Accounts Bank shall administer and manage the Project Accounts in strict compliance with its duties with respect to the Project Accounts pursuant to this Accounts Agreement, and shall be subject to and comply with all of the obligations that the Accounts Bank owes to the Borrowers’ Agent, the Senior Collateral Agent on behalf of the Priority Senior Secured Parties Borrower and the Collateral Agent, on behalf for the benefit of the Senior Secured Parties, with respect to the Project Accounts, including all subordination obligations set forth in Section 8.13 2.08 (Subordination) with respect to the Accounts Bank’s right of set-off or recoupment or right to obtain a Lien, pursuant to the terms of this Agreement and the Senior Credit Accounts Agreement. The Accounts Bank hereby agrees to comply with any and all written instructions originated by the Senior Collateral Agent and the Collateral Agent directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts without any further consent of any the Borrower or any other Person (provided that the Collateral Agent agrees that it will only originate and deliver to the Accounts Bank such instructionsPerson, orders and entitlement orders as are permitted in accordance with the terms of this Agreement and the Intercreditor Agreement) and to comply with any and all written instructions originated by the Borrowers’ Agent Borrower directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts subject to to, and in accordance with, the terms of this Agreement and the Senior Credit Accounts Agreement.

Project Accounts. (a) The Borrower agrees that the interests of the Borrower in or to the Project Accounts Property and the Account Collateral are limited to the rights expressly granted to the Borrower in this Agreement and do not include any other legal or equitable rights, title or interest. The Account Collateral will not constitute repayment of the Obligations until so applied as payments in accordance with the terms of this Agreement and the other Financing Documents. (b) The Accounts Bank shall not have title to the funds on deposit in or credited to the Project Accounts, and shall credit the Project Accounts with all receipts of interest, dividends and other income received on the property held in the Project Accounts. The Accounts Bank shall administer and manage the Project Accounts in strict compliance accordance with its duties with respect to the Project Accounts pursuant to set forth in this Agreement, and shall be subject to and comply with all of the obligations that the Accounts Bank owes to the Borrowers’ Agent, the Senior Collateral Agent on behalf of the Priority Senior Secured Parties Borrower and the Collateral Agent, on behalf of the Senior Secured Parties, Lender with respect to the Project Accounts, including all subordination obligations set forth in Section 8.13 (Subordination) 2.7 with respect to the Accounts Bank’s right of set-off or recoupment or right to obtain a Lien, pursuant to the terms of this Agreement and the Senior Credit Agreement. The Accounts Bank hereby agrees to comply with any and all written instructions originated by the Senior Collateral Agent and Lender in accordance with the Collateral Agent provisions hereof directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts without any further consent of any the Borrower or any other Person (provided that the Collateral Agent agrees that it will only originate and deliver to the Accounts Bank such instructionsPerson, orders and entitlement orders as are permitted in accordance with the terms of this Agreement and the Intercreditor Agreement) and to comply with any and all written instructions originated by the Borrowers’ Agent Borrower directing the disbursement, deposit and/or transfer of any funds and all other property held in the Project Accounts subject to to, and in accordance with, the terms of this Agreement and the Senior Credit Agreement.