Common use of Subordination by Depositary Bank Clause in Contracts

Subordination by Depositary Bank. Company and Depositary Bank acknowledge notice of and recognize each Xxxxxx’s continuing security interest in the Deposit Account and in all items deposited in the Deposit Account and in the proceeds thereof. Depositary Bank hereby subordinates any statutory or contractual right or claim of offset or lien resulting from any transaction which involves the Deposit Account upon confirmation of Depositary Bank’s receipt of a Lender’s notice under Section 4. Notwithstanding the preceding sentence, nothing herein constitutes a waiver of, and Depositary Bank expressly reserves all of its present and future rights with respect to: (i) fees and expenses (“Fees”) related to the Deposit Account; (ii) any checks, ACH entries, wire transfers, merchant card transactions, or other paper or electronic items which were deposited or credited to the Deposit Account that are returned, reversed, refunded, adjusted or charged back for insufficient funds or for any other reason (“Returned Items”); (iii) obligations and liabilities connected with the Deposit Account that arise out of any treasury management services provided by Depositary Bank, its subsidiaries or affiliates, including but not limited to, ACH, merchant card, zero balance account, sweeps, controlled disbursement or payroll (“Overdrafts”). Depositary Bank may charge the Deposit Account or other accounts of Company maintained at Depositary Bank to cover Fees in an amount not to exceed $25,000 outstanding at any one time, Returned Items or Overdrafts. If there are insufficient funds in the Deposit Account or any of Company’s other accounts to cover the Fees, Returned Items and Overdrafts, Company agrees to immediately reimburse Depositary Bank for the amount of such shortfall. If Company fails to pay the amount demanded by Depositary Bank, each Xxxxxx agrees to reimburse Depositary Bank within three (3) business days of demand thereof by Depositary Bank for any Returned Items and Overdrafts to the extent such Lender received payment in respect thereof pursuant to section 4, subject in the case of the Secured Note Collateral Agent, to the limitations set forth in Section 6(b) below.

Subordination by Depositary Bank. Company The Companies and Depositary Bank acknowledge notice of and recognize each XxxxxxSecured Party’s continuing security interest in the Deposit Account and in all items deposited in the Deposit Account and in the proceeds thereof. Depositary Bank hereby subordinates any statutory or contractual right or claim of offset or lien resulting from any transaction which involves the Deposit Account upon confirmation of Depositary Bank’s receipt of a LenderSecured Party’s notice under Section 4. Notwithstanding the preceding sentence, nothing herein constitutes a waiver of, and Depositary Bank expressly reserves all of its present and future rights with respect to: (i) fees and expenses (“Fees”) related to the Deposit Account; (ii) any checks, ACH entries, wire transfers, merchant card transactions, or other paper or electronic items which were deposited or credited to the Deposit Account that are returned, reversed, refunded, adjusted or charged back for insufficient funds or for any other reason (“Returned Items”); (iii) obligations and liabilities connected with the Deposit Account that arise out of any treasury management services provided by Depositary Bank, its subsidiaries or affiliates, including but not limited to, ACH, merchant card, zero balance account, sweeps, controlled disbursement or payroll (“Overdrafts”). Depositary Bank may charge the Deposit Account or other accounts of Company the Companies maintained at Depositary Bank to cover Fees in an amount not to exceed $25,000 outstanding at any one timeFees, Returned Items or Overdrafts. If there are insufficient funds in the Deposit Account or any of Company’s the Companies’ other accounts to cover the Fees, Returned Items and Overdrafts, each Company agrees to immediately reimburse Depositary Bank for the amount of such shortfall. If Company fails the Companies fail to pay the amount demanded by Depositary Bank, each Xxxxxx Secured Party agrees to reimburse Depositary Bank within three (3) business days of demand thereof by Depositary Bank for any Returned Items items and Overdrafts to the extent such Lender Secured Party received payment in respect thereof pursuant to section Section 4, subject in ; provided that the case aggregate amount of all such reimbursements shall not exceed the amounts received by the Secured Note Collateral Agent, Party pursuant to the limitations set forth in Section 6(b) below4.

Subordination by Depositary Bank. Company and Depositary Bank acknowledge notice of and recognize each XxxxxxCollateral Agent’s continuing security interest in the Deposit Account and in all items deposited in the Deposit Account and in the proceeds thereof. Depositary Bank hereby subordinates any statutory or contractual right or claim of offset or lien resulting from any transaction which involves the Deposit Account upon confirmation of Depositary Bank’s receipt of a Lender’s notice under Section 4Account. Notwithstanding the preceding sentence, nothing herein constitutes a waiver of, and Depositary Bank expressly reserves all of its present and future rights with respect to: (i) fees and expenses (“Fees”) payable to Depositary Bank related to the Deposit Account; (ii) any checks, ACH entries, wire transfers, merchant card transactions, or other paper or electronic items which were deposited or credited to the Deposit Account that are returned, reversed, refunded, adjusted or charged back for insufficient funds or for any other reason (“Returned Items”); and (iii) obligations and liabilities connected with the Deposit Account that arise out of any treasury management services provided to Company by Depositary Bank, its subsidiaries or affiliates, including but not limited to, ACH, merchant card, zero balance account, sweeps, controlled disbursement or payroll (“Overdrafts”). Depositary Bank may charge the Deposit Account or other accounts of Company maintained at Depositary Bank to cover Fees in an amount not to exceed $25,000 outstanding at any one timeFees, Returned Items or Overdrafts. If there are insufficient funds in the Deposit Account or any of Company’s other accounts to cover the Fees, Returned Items and Overdrafts, Company agrees to immediately reimburse Depositary Bank for the amount of such shortfall. If Company fails to pay the amount demanded by Depositary Bank, each Xxxxxx Xxxxxxxxxx Agent agrees to reimburse Depositary Bank within three (3) business days of demand thereof by Depositary Bank for any Returned Items and Overdrafts to the extent such Lender Collateral Agent received payment in respect thereof pursuant to section Section 4, subject in the case of the Secured Note Collateral Agent, to the limitations set forth in Section 6(b) below.

Subordination by Depositary Bank. Company and Depositary Bank acknowledge notice of and recognize each XxxxxxAdministrative Agent’s continuing security interest in the Deposit Account and in all items deposited in the Deposit Account and in the proceeds thereof. Depositary Bank hereby subordinates any statutory or contractual right or claim of offset or lien resulting from any transaction which involves the Deposit Account if Section 4(a) is checked above or upon confirmation of Depositary Bank’s receipt of a LenderAdministrative Agent’s notice under Section 44(b). Notwithstanding the preceding sentence, nothing herein constitutes a waiver of, and Depositary Bank expressly reserves all of its present and future rights with respect to: (i) fees and expenses (“Fees”) related to the Deposit Account; (ii) any checks, ACH entries, wire transfers, merchant card transactions, or other paper or electronic items which were deposited or credited to the Deposit Account that are returned, reversed, refunded, adjusted or charged back for insufficient funds or for any other reason (“Returned Items”); (iii) obligations and liabilities connected with the Deposit Account that arise out of any treasury management services provided by Depositary Bank, its subsidiaries or affiliates, including but not limited to, ACH, merchant card, zero balance account, sweeps, controlled disbursement or payroll (“Overdrafts”). Depositary Bank may charge the Deposit Account or other accounts of Company maintained at Depositary Bank to cover Fees in an amount not to exceed $25,000 outstanding at any one timeFees, Returned Items or Overdrafts. If there are insufficient funds in the Deposit Account or any of Company’s other accounts to cover the Fees, Returned Items and Overdrafts, Company agrees to immediately reimburse Depositary Bank for the amount of such shortfall. If Company fails to pay the amount demanded by Depositary Bank, each Xxxxxx Administrative Agent agrees to reimburse Depositary Bank within three (3) business days of demand thereof by Depositary Bank for any Returned Items and Overdrafts to the extent such Lender Administrative Agent received payment in respect thereof pursuant to section 4, subject in the case of the Secured Note Collateral Agent, to the limitations set forth in Section 6(b) below.

Subordination by Depositary Bank. Company and Depositary Bank acknowledge notice of and recognize each Xxxxxx’s Lender's continuing security interest in the Deposit Account and in all items deposited in the Deposit Account and in the proceeds thereof. Depositary Bank hereby subordinates any statutory or contractual right or claim of offset or lien resulting from any transaction which involves the Deposit Account upon confirmation of Depositary Bank’s receipt of a Lender’s notice under Section 4Account. Notwithstanding the preceding sentence, nothing herein constitutes a waiver of, and Depositary Bank expressly reserves all of its present and future rights with respect to: (i) fees and expenses ("Fees") and amounts payable to the Depositary Bank by the Company pursuant to Section 6 hereof (“FeesIndemnified Amounts”) related to the Deposit Account; (ii) any checks, ACH entries, wire transfers, merchant card transactions, or other paper or electronic items which were deposited or credited to the Deposit Account that are returned, reversed, refunded, adjusted or charged back for insufficient funds or for any other reason (“"Returned Items”"); (iii) obligations and liabilities connected with the Deposit Account that arise out of any treasury management services provided by Depositary Bank, its subsidiaries or affiliates, including but not limited to, ACH, merchant card, zero balance account, sweeps, controlled disbursement or payroll (“Overdrafts”). Depositary Bank may charge the Deposit Account or other accounts of Company maintained at Depositary Bank to cover Fees in an amount not to exceed $25,000 outstanding at any one timeFees, Indemnified Amounts, Returned Items or Overdrafts. If there are insufficient funds in the Deposit Account or any of Company’s 's other accounts to cover the Fees, Indemnified Amounts, Returned Items and Overdrafts, Company agrees to immediately reimburse Depositary Bank for the amount of such shortfall. If Company fails to pay the amount demanded by Depositary Bank, each Xxxxxx Lender agrees to reimburse Depositary Bank within three (3) business days of demand thereof by Depositary Bank for any Returned Items and Overdrafts to the extent such Lender received payment in respect thereof pursuant to section 4, subject in ; provided that any claims for reimbursement must be made by Depositary Bank within 90 days after the case termination of the Secured Note Collateral Agent, to the limitations set forth in Section 6(b) belowthis Agreement.

Subordination by Depositary Bank. Company and Depositary Bank acknowledge notice of and recognize each XxxxxxCollateral Agent’s continuing security interest in the Deposit Account and in all items deposited in the Deposit Account and in the proceeds thereof. Depositary Bank hereby subordinates any statutory or contractual right or claim of offset or lien resulting from any transaction which involves the Deposit Account upon confirmation of Depositary Bank’s receipt of a Lender’s notice under Section 4Account. Notwithstanding the preceding sentence, nothing herein constitutes a waiver of, and Depositary Bank expressly reserves all of its present and future rights with respect to: (i) fees and expenses (“Fees”) payable to Depositary Bank related to the Deposit Account; (ii) any checks, ACH entries, wire transfers, merchant card transactions, or other paper or electronic items which were deposited or credited to the Deposit Account that are returned, reversed, refunded, adjusted or charged back for insufficient funds or for any other reason (“Returned Items”); and (iii) obligations and liabilities connected with the Deposit Account that arise out of any treasury management services provided to Company by Depositary Bank, its subsidiaries or affiliates, including but not limited to, ACH, merchant card, zero balance account, sweeps, controlled disbursement or payroll (“Overdrafts”). Depositary Bank may charge the Deposit Account or other accounts of Company maintained at Depositary Bank to cover Fees in an amount not to exceed $25,000 outstanding at any one timeFees, Returned Items or Overdrafts. If there are insufficient funds in the Deposit Account or any of Company’s other accounts to cover the Fees, Returned Items and Overdrafts, Company agrees to immediately reimburse Depositary Bank for the amount of such shortfall. If Company fails to pay the amount demanded by Depositary Bank, each Xxxxxx Collateral Agent agrees to reimburse Depositary Bank within three (3) business days of demand thereof by Depositary Bank for any Returned Items and Overdrafts to the extent such Lender Collateral Agent received payment in respect thereof pursuant to section Section 4, subject in the case of the Secured Note Collateral Agent, to the limitations set forth in Section 6(b) below.

Subordination by Depositary Bank. Company and Depositary Bank acknowledge notice of and recognize each XxxxxxCollateral Agent’s continuing security interest in the Deposit Account and in all items deposited in the Deposit Account and in the proceeds thereof. Depositary Bank hereby subordinates any statutory or contractual right or claim of offset or lien resulting from any transaction which involves the Deposit Account if Section 4(a) is checked above or upon confirmation of Depositary Bank’s receipt of a LenderCollateral Agent’s notice under Section 44(b). Notwithstanding the preceding sentence, nothing herein constitutes a waiver of, and Depositary Bank expressly reserves all of its present and future rights with respect to: (i) fees and expenses (“Fees”) related to the Deposit Account; (ii) any checks, ACH entries, wire transfers, merchant card transactions, or other paper or electronic items which were deposited or credited to the Deposit Account that are returned, reversed, refunded, adjusted or charged back for insufficient funds or for any other reason (“Returned Items”); (iii) obligations and liabilities connected with the Deposit Account that arise out of any treasury management services provided by Depositary Bank, its subsidiaries or affiliates, including but not limited to, ACH, merchant card, zero balance account, sweeps, controlled disbursement or payroll (“Overdrafts”). Depositary Bank may charge the Deposit Account or other accounts of Company maintained at Depositary Bank to cover Fees in an amount not to exceed $25,000 outstanding at any one timeFees, Returned Items or Overdrafts. If there are insufficient funds in the Deposit Account or any of Company’s other accounts to cover the Fees, Returned Items and Overdrafts, Company agrees to immediately reimburse Depositary Bank for the amount of such shortfall. If Company fails to pay [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. the amount demanded by Depositary Bank, each Xxxxxx Collateral Agent agrees to reimburse Depositary Bank within three ten (310) business days of demand thereof by Depositary Bank for any Returned Items and Overdrafts to the extent such Lender Collateral Agent received payment in respect thereof pursuant to section 4, subject in the case of the Secured Note Collateral Agent, to the limitations set forth in Section 6(b) below.