Common use of Sinking Fund Account Clause in Contracts

Sinking Fund Account. Prior to the funding of the Loan on the Closing Date, the Borrowers agree to establish and hereby grants the Lender a security interest in a restricted account (the “Sinking Fund Account”) held by the Lender to provide funds to reimburse the Lender for amounts outstanding under the Loan. The Sinking Fund Account established with the Lender shall be invested in such a manner as shall be mutually agreed upon among the Lender and the Borrowers; and, in the event there shall be no agreement, then as shall be determined by the Lender in its sole discretion. The Lender shall have sole access to the Sinking Fund Account, provided, however, that the Lender may use such funds solely to repay amounts owed under the Loan upon maturity of the Loan and to apply such funds to other Liabilities as and when the same become due and payable. Any and all interest on the Sinking Fund Account shall be added to the Sinking Fund Account and shall be property of the Borrowers subject to the security interests granted herein and, upon repayment in full of the Liabilities and the termination of this Agreement, such interest shall be paid to the Borrowers; provided, however, that at any time an Event of Default has occurred and continuing, the Borrowers acknowledge and agree that such interest may be applied to the Liabilities by the Lender. The failure of Borrowers to comply with the provisions of this paragraph shall be considered an Event of Default and immediately entitle the Lender to any of the remedies provided in this Agreement. Nothing in this Section shall mitigate, limit or otherwise affect any of the Borrower's obligations under this Agreement.

Sinking Fund Account. Prior (a) In connection with the execution and delivery of this Agreement and on or prior to the funding of the Loan on the Acquisition Closing Date, the Borrowers agree Borrower shall cause Beechwood to establish execute and hereby grants deliver the Lender Beechwood Escrow and Security Agreement and to grant to the Agent, for the benefit of the Tranche B Lenders, a Lien upon and security interest in a restricted cash collateral account to be maintained in the London branch of a United States national banking association selected by the Agent in its sole discretion (the “"Sinking Fund Account”) "), and all amounts held therein from time to time, as security for the Borrower's Obligations in respect of the Tranche B Lenders, and, to the extent not otherwise paid by or on behalf of the Borrower, for application to the Loan Notes for which claims for payments have been presented to the Issuing Bank, as and when the same shall arise. Except solely as provided in Section 3.8(b), the Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest on the investment of such amounts in time deposits and ordinary savings accounts, which investments shall be made at the direction of the Borrower (unless a Default or Event of Default shall have occurred and be continuing, in which case the determination as to investments shall be made at the option and in the discretion of the Agent), amounts in the Sinking Fund Account shall not bear interest. Interest and profits, if any, on such investments shall accumulate in such account. All amounts in the Sinking Fund Account shall consist of cash in Pounds Sterling. In the event of a claim for payment, and subsequent payment by the Lender Issuing Bank, under the Loan Notes Guaranty at any time during which any amounts are held in the Sinking Fund Account, the Agent will deliver to provide funds the Issuing Bank an amount equal to the Loan Note Reimbursement Obligation created as a result of such payment (or, if the amounts so held are less than such Loan Note Reimbursement Obligation, all of such amounts) to reimburse the Lender for amounts outstanding under Issuing Bank therefor. (b) At any time and from time to time so long as no Default has occurred and is continuing, in compliance with the Loan. The Beechwood Escrow and Security Agreement, the Borrower may cause Beechwood to provide written demand to the Agent to, and upon such demand the Agent shall, pursuant to the written instructions set forth in such demand, withdraw funds from the Sinking Fund Account established with and pay to the Lender shall holders of Loan Notes on behalf of Beechwood such amounts requested by Beechwood, provided that, after giving effect to such payment, (x) the sum of (i) the outstanding principal amount of Tranche B Term Loans outstanding and (ii) the amount of the Tranche B Guaranty Exposure immediately after such payment in respect of the Loan Notes, net of the amounts that would be invested in such a manner as shall be mutually agreed upon among the Lender and the Borrowers; and, remaining in the event there shall be no agreementSinking Fund Account after such payment, then as shall be determined by would not exceed (y) the Lender in its sole discretion. The Lender shall have sole access Total Tranche B Commitments less the amount of principal payments (or deposits to the Sinking Fund Account) theretofore required to be made pursuant to Section 2.6(b). (c) At any time and from time to time (i) after the occurrence and during the continuance of an Event of Default, providedthe Agent, howeverat the direction or with the consent of the Required Lenders, that may require the Lender may use Borrower to deliver (or cause Beechwood to deliver) to the Agent such funds solely additional amount of cash as is equal to repay amounts owed the Loan Notes Guaranty Exposure at any time outstanding (whether or not any beneficiary under the Loan upon maturity of Notes Guaranty shall have drawn or be entitled at such time to draw thereunder), such amounts to be held by the Loan and to apply Agent in such funds to other Liabilities as and when cash collateral account (the same become due and payable. "Sinking Fund Account"). (d) Any and all interest on amounts remaining in the Sinking Fund Account shall be added to after the Sinking Fund Account and shall be property expiration of the Borrowers subject to the security interests granted herein and, upon repayment Loan Notes Guaranty and reimbursement in full of the Liabilities Issuing Bank for all outstanding Loan Notes Reimbursement Obligations shall be returned to the Borrower and the termination Sinking Fund shall thereupon terminate and the Beechwood Escrow and Security Agreement shall expire and be of this Agreementno further force or effect, such interest provided that no Default shall be paid to the Borrowers; provided, however, that at any time an Event of Default has have occurred and be continuing, the Borrowers acknowledge and agree that such interest may be applied to the Liabilities by the Lender. The failure of Borrowers to comply with the provisions of this paragraph shall be considered an Event of Default and immediately entitle the Lender to any of the remedies provided in this Agreement. Nothing in this Section shall mitigate, limit or otherwise affect any of the Borrower's obligations under this Agreement.

Sinking Fund Account. Prior to the funding of the Term Loan on the Closing Date, the Borrowers agree Borrower agrees to establish and hereby grants the Lender a security interest in a restricted account (the “Sinking Fund Account”) held by the Lender to provide funds to reimburse the Lender for amounts outstanding under the Term Loan. The Sinking Fund Account established with the Lender shall be invested in such a manner as shall be mutually agreed upon among the Lender and the BorrowersBorrower; and, in the event there shall be no agreement, then as shall be determined by the Lender in its sole discretion. The Lender shall have sole access to the Sinking Fund Account, provided, however, that the Lender may use such funds solely to repay amounts owed under the Term Loan upon maturity of the Term Loan and to apply such funds to other Liabilities as and when the same become due and payable. Any and all interest on the Sinking Fund Account shall be added to the Sinking Fund Account and shall be property of the Borrowers Borrower subject to the security interests granted herein and, upon repayment in full of the Liabilities and the termination of this Agreement, such interest shall be paid to the BorrowersBorrower; provided, however, that at any time an Event of Default has occurred and continuing, the Borrowers acknowledge Borrower acknowledges and agree agrees that such interest may be applied to the Liabilities by the Lender. The failure of Borrowers Borrower to comply with the provisions of this paragraph shall be considered an Event of Default and immediately entitle the Lender to any of the remedies provided in this Agreement. Nothing in this Section shall mitigate, limit or otherwise affect any of the Borrower's obligations under this Agreement.