Common use of Subordination of Lien; Waiver of Set-Off Clause in Contracts

Subordination of Lien; Waiver of Set-Off. In the event that the Securities Intermediary has or subsequently obtains by agreement, operation of law or otherwise a security interest in the Accounts or any Security Entitlement credited thereto, the Securities Intermediary hereby agrees that such security interest shall be subordinate to the security interests of the Secured Party and the Issuer. The financial assets and other items deposited to an Account will not be subject to deduction, set-off, banker’s lien or any other right in favor of any Person or entity other than the Secured Party and, subject to the provisions hereof, the Issuer (except that the Securities Intermediary may set off against amounts on deposit in such Account (i) all amounts due to it in respect of its customary fees and expenses for the routine maintenance and operation of such Account, and (ii) the face amount of any checks which have been credited to such Account but are subsequently returned unpaid because of uncollected or insufficient funds).

Subordination of Lien; Waiver of Set-Off. In the event that the Securities Intermediary has or subsequently obtains by agreement, operation of law or otherwise a security interest in the Accounts Securities Account or any Security Entitlement credited thereto, the Securities Intermediary hereby agrees that such security interest shall be subordinate to the security interests of the Secured Party and the IssuerParty. The financial assets Financial Assets and other items deposited to an the Securities Account will not be subject to deduction, set-off, banker’s lien or any other right in favor of any Person or entity other than the Secured Party and, subject to the provisions hereof, the Issuer (except that the Securities Intermediary may set off against amounts on deposit in such the Securities Account (i) all amounts due to it in respect of its customary fees and expenses for the routine maintenance and operation of such Account, Securities Account and (ii) the face amount of any checks which have been credited to such Securities Account but are subsequently returned unpaid because of uncollected or insufficient funds).