Security over Accounts Clause Samples
Security over Accounts. The security created by clause 3.3 over the Accounts shall take effect subject to, and shall not restrict the ability of any Obligor to create, any (a) security or (b) other arrangement under which money or claims to, or the benefit of, a bank or other account may be applied, set-off, made subject to a combination of accounts or otherwise subject to time deposit arrangements (whether or not such security is or is to be created on, before or after the date of this Debenture) which secures obligations under and/or in respect of:
(a) the Interim Bonding Facility Documents;
(b) the Temporary Bonding Facility Documents;
(c) the New Bonding Facility Agreement;
(d) the Existing Performance Bonds; and
(e) any other bonding facility expressly permitted pursuant to Section 4.07 (Limitations on Indebtedness and Preferred Stock) of the Senior Note Indenture and Section 4.06 (Limitations on Indebtedness and Preferred Stock) of the Junior Note Indenture, in each case as a result of the provision of cash collateral as permitted pursuant to the terms of the Indentures or any of them, the Escrow Agreement or the Security Trust and Intercreditor Deed.
Security over Accounts. (a) Subject to the Agreed Security Principles, the Borrower shall grant security over its deposit accounts and securities accounts (other than Excluded Accounts) but it shall be free to deal with those accounts in the course of its business until the occurrence of an Event of Default.
(b) If required by local law to perfect the security, notice of the security (including notice that the Borrower is free to deal with those accounts in the course of its business until revocation of such authorization upon the occurrence of an Event of Default) will be served on the account institution within fifteen (15) Business Days of the security being granted and the Borrower shall use its reasonable endeavours (not involving the payment of money or incurrence of any external expenses) to obtain an acknowledgement of that notice with thirty (30) days of service. If the Borrower has used its reasonable endeavours but has not been able to obtain acknowledgement or acceptance, its obligation to obtain acknowledgement or acceptance shall cease on the expiry of that thirty (30) day period. Irrespective of whether notice of the security is required for perfection, if the service of notice would prevent the Borrower from using a deposit account or securities account in the course of its business, no notice of security shall be served until an Event of Default has occurred.
(c) Any security over deposit accounts and securities accounts shall be subject to any prior security interests and any other rights (including but not limited to set-off rights) in favor of the account institution which are created either by Law or in the standard terms and conditions of the account institution. The notice of security may request these are waived by the account bank but the Borrower shall not be required to change its banking arrangements if these security interests are not waived or only partially waived and failure to obtain such waiver shall not constitute a breach of the relevant security document or any Loan Document.
(d) Unless an Event of Default has occurred and is continuing, the Collateral Agent shall not have discretion to refrain from applying or to hold in suspense accounts moneys received from the Borrower in respect of the Borrower’s liabilities under the Loan Documents or to exercise any general rights of set-off.
(e) The Borrower shall be free to close any deposit account or securities account at any time without any prior consent or notification requirement.
Security over Accounts if an account is to be designated as a Debt Service Reserve Account or an Earnings Account for the purposes of the Security Documents there is duly delivered to the Security Agent at or before the time such account is so designated:
(a) a deed of charge (an Account Charge) in respect of such account, duly executed by the relevant account party in such form as the Security Agent may reasonably require (which shall, so far as the Security Agent considers the circumstances permit), be based upon the agreed form of the Accounts Security or in such other form as the Security Agent may reasonably require for the purpose of creating effective security over such account under any applicable laws;
(b) such notices to, and acknowledgements from, the relevant Account Bank as may be required by such Account Charge;
(c) in relation to the account holder executing such Account Charge and such Account Charge itself such documents and evidence in form and substance satisfactory to the Security Agent of the kind referred to in paragraphs 1 to 3 of Part 1 of Schedule 4 as the Security Agent may reasonably require and that such account has been opened; and
(d) such satisfactory legal opinion as the Security Agent may reasonably require as to the execution, validity and effectiveness of such Account Charge, provided that the Security Agent may waive the delivery of the documents and evidence referred to in clauses 14.3.3(a) to (d) above if it considers that an existing Account Charge constitutes effective and satisfactory security over such account.
Security over Accounts. The Security Grantor grants a security interest (by way of first ranking security interest under the Moveables Security Law) over all of its rights, title and interest from time to time in and to its present and future Accounts and Deposit Moneys.