Common use of Segregation Of Borrower’s Accounts Clause in Contracts

Segregation Of Borrower’s Accounts. To the extent Borrower has or comes into possession of any accounts receivable, other rights to payment, or proceeds therefrom that are not owned by Borrower (including, but not limited to, any such property that is owned by Southland or Quality Care as described below) (“Non-Borrower Funds”), Borrower shall strictly segregate and keep all such Non-Borrower Funds separate from Borrower’s Accounts and Accounts Proceeds, and all Non-Borrower Funds shall be maintained at all times in bank or other accounts that are separate from any bank or other accounts which contain Accounts or Accounts Proceeds of Borrower. Without limiting the foregoing in any way, Borrower also will deliver to CF bank statements from any accounts controlled or administered by Borrower into which proceeds of any accounts receivable or other rights to payment of Quality Care and or Southland are deposited (“Quality Care/Southland Bank Accounts”), so that CF can confirm that all such property of Quality Care/Southland is strictly segregated from Borrower’s Accounts and Accounts Proceeds. On each Monday commencing on September 5, 2005, and continuing on each Monday thereafter, Borrower will deliver to CF written confirmation, in form, content, and detail satisfactory to CF (executed and certified by Borrower’s authorized representatives) evidencing and certifying that Borrower has fully satisfied all requirements of this Section 3.10 (including, but not limited to, the delivery to CF of bank statements regarding Quality Care/Southland as provided above). Any failure by Borrower to comply with the terms of this Section 3.10 shall constitute an Event of Default under the Loan Agreement. The requirements of this Section 3.10 do not alter or affect in any way Borrower’s obligation to comply with the lockbox and other provisions of the Loan Agreement, the other GECC Documents, and this Agreement, regarding Accounts and Accounts Proceeds of Borrower.

Segregation Of Borrower’s Accounts. To the extent Borrower has or comes into possession of any accounts receivable, other rights to payment, or proceeds therefrom that are not owned by Borrower (including, but not limited to, any such property that is owned by Southland or Quality Care as described below) (“Non-Borrower Funds”), Borrower shall strictly segregate and keep all such Non-Borrower Funds separate from Borrower’s Accounts and Accounts Proceeds, and all Non-Borrower Funds shall be maintained at all times in bank or other accounts that are separate from any bank or other accounts which contain Accounts or Accounts Proceeds of Borrower. Without limiting the foregoing in any way, Borrower also will deliver to CF bank statements from any accounts controlled or administered by Borrower into which proceeds of any accounts receivable or other rights to payment of Quality Care and or Southland are deposited (“Quality Care/Southland Bank Accounts”), so that CF can confirm that all such property of Quality Care/Southland is strictly segregated from Borrower’s Accounts and Accounts Proceeds. On each Monday commencing on September 5October 3, 2005, and continuing on each Monday thereafter, Borrower will deliver to CF written confirmation, in form, content, and detail satisfactory to CF (executed and certified by Borrower’s authorized representatives) evidencing and certifying that Borrower has fully satisfied all requirements of this Section 3.10 (including, but not limited to, the delivery to CF of bank statements regarding Quality Care/Southland as provided above). Any failure by Borrower to comply with the terms of this Section 3.10 shall constitute an Event of Default under the Loan Agreement. The requirements of this Section 3.10 do not alter or affect in any way Borrower’s obligation to comply with the lockbox and other provisions of the Loan Agreement, the other GECC Documents, and this Agreement, regarding Accounts and Accounts Proceeds of Borrower.

Segregation Of Borrower’s Accounts. To the extent Borrower has or comes into possession of any accounts receivable, other rights to payment, or proceeds therefrom that are not owned by Borrower (including, but not limited to, any such property that is owned by Southland or Quality Care as described below) (“Non-Borrower Funds”), Borrower shall strictly segregate and keep all such Non-Borrower Funds separate from Borrower’s Accounts and Accounts Proceeds, and all Non-Borrower Funds shall be maintained at all times in bank or other accounts that are separate from any bank or other accounts which contain Accounts or Accounts Proceeds of Borrower. Without limiting the foregoing in any way, Borrower also will deliver to CF bank statements from any accounts controlled or administered by Borrower into which proceeds of any accounts receivable or other rights to payment of Quality Care and or Southland are deposited (“Quality Care/Southland Bank Accounts”), so that CF can confirm that all such property of Quality Care/Southland is strictly segregated from Borrower’s Accounts and Accounts Proceeds. On each Monday commencing on September 5November 7, 2005, and continuing on each Monday thereafter, Borrower will deliver to CF written confirmation, in form, content, and detail satisfactory to CF (executed and certified by Borrower’s authorized representatives) evidencing and certifying that Borrower has fully satisfied all requirements of this Section 3.10 (including, but not limited to, the delivery to CF of bank statements regarding Quality Care/Southland as provided above). Any failure by Borrower to comply with the terms of this Section 3.10 shall constitute an Event of Default under the Loan Agreement. The requirements of this Section 3.10 do not alter or affect in any way Borrower’s obligation to comply with the lockbox and other provisions of the Loan Agreement, the other GECC Documents, and this Agreement, regarding Accounts and Accounts Proceeds of Borrower.

Segregation Of Borrower’s Accounts. To the extent Borrower has or comes into possession of any accounts receivable, other rights to payment, or proceeds therefrom that are not owned by Borrower (including, but not limited to, any such property that is owned by Southland or Quality Care as described below) (“Non-Borrower Funds”), Borrower shall strictly segregate and keep all such Non-Borrower Funds separate from Borrower’s Accounts and Accounts Proceeds, and all Non-Borrower Funds shall be maintained at all times in bank or other accounts that are separate from any bank or other accounts which contain Accounts or Accounts Proceeds of Borrower. Without limiting the foregoing in any way, Borrower also will deliver to CF bank statements from any accounts controlled or administered by Borrower into which proceeds of any accounts receivable or other rights to payment of Quality Care and or Southland are deposited (“Quality Care/Southland Bank Accounts”), so that CF can confirm that all such property of Quality Care/Southland is strictly segregated from Borrower’s Accounts and Accounts Proceeds. On each Monday commencing on September 5July 18, 2005, and continuing on each Monday thereafter, Borrower will deliver to CF written confirmation, in form, content, and detail satisfactory to CF (executed and certified by Borrower’s authorized representatives) evidencing and certifying that Borrower has fully satisfied all requirements of this Section 3.10 (including, but not limited to, the delivery to CF of bank statements regarding Quality Care/Southland as provided above). Any failure by Borrower to comply with the terms of this Section 3.10 shall constitute an Event of Default under the Loan Agreement. The requirements of this Section 3.10 do not alter or affect in any way Borrower’s obligation to comply with the lockbox and other provisions of the Loan Agreement, the other GECC Documents, and this Agreement, regarding Accounts and Accounts Proceeds of Borrower.