Common use of The Account Clause in Contracts

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and the Trustee and the Holders of the Notes that: (a) The Account Holder has established the Pledged Account and shall not change the name or account number of the Pledged Account without the prior written consent of the Trustee. (b) The Account Holder maintains the Pledged Account for the Trustee, and all property (including, without limitation, all funds and financial assets) held by the Account Holder for the account of the Trustee is, and will continue to be, credited to the Pledged Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time. (c) The Pledged Account is a securities account. The Account Holder is the securities intermediary with respect to financial assets credited to the Pledged Account from time to time. The Trustee is the entitlement holder with respect to financial assets credited from time to time to the Pledged Account. (d) All financial assets in registered form or payable to or to the order of and credited to the Pledged Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank. (e) Notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Account for purposes of the UCC is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York. (f) The Account Holder does not know of any claim to or interest in the Pledged Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Account, except for claims and interests of the parties referred to in this Agreement.

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and the Trustee and the Holders of the Notes that: (a) The Account Holder has established the Pledged Account and shall not change the name or account number of the Pledged Account without the prior written consent of the Trustee. (b) The Account Holder maintains the Pledged Account for the Trustee, and all property (including, without limitation, all funds and financial assets) held by the Account Holder for the account of the Trustee is, and will continue to be, credited to the Pledged Account. The Account Holder is a securities intermediary (Securities Intermediary as defined in Section 8-102(a)(xiv) of the UCC) UCC and is acting in as such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time. (c) The To the extent that funds are credited to the Pledged Account, the Pledged Account is a deposit account; and to the extent that financial assets are credited to the Pledged Account, the Pledged Account is a securities account. The Account Holder is (i) the bank with which the Pledged Account is maintained and (ii) the securities intermediary with respect to financial assets credited held in the Pledged Account. The Trustee is (x) the Account Holder's customer with respect to the Pledged Account from time to time. The Trustee is and (y) the entitlement holder with respect to financial assets credited from time to time to the Pledged Account. (d) All financial assets in registered form or payable to or to the order of and credited to the Pledged Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank. (e) Notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Account for purposes of the UCC is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York. (f) The Account Holder does not know of any claim to or interest in the Pledged Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Account, except for claims and interests of the parties referred to in this Agreement.

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and the Trustee and the Holders of the Notes Solectron Debentures that: (a) The Account Holder has established the Pledged Account and shall not change the name or account number of the Pledged Account without the prior written consent of the Trustee. (b) The Account Holder maintains the Pledged Account for the Pledgor, subject to the security interest of the Trustee, and all property (including, without limitation, all funds funds, cash, money market shares, money market accounts, U.S. Treasury securities and other financial assets) held by the Account Holder for the account benefit of the Pledgor or the Trustee is, and will continue to be, credited to the Pledged Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time. (c) The To the extent that funds are credited to the Pledged Account, the Pledged Account is a deposit account; and to the extent that financial assets are credited to the Pledged Account, the Pledged Account is a securities account. The Account Holder is (i) the bank with which the Pledged Account is maintained and (ii) the securities intermediary with respect to financial assets credited held in the Pledged Account. The Pledgor is (x) the Account Holder's customer with respect to the Pledged Account from time to time. The Trustee is and (y) the entitlement holder with respect to financial assets credited from time to time to the Pledged Account. (d) All financial assets consisting of certificated securities in registered form or payable to or to the order of and credited to the Pledged Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank. (e) Notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Account for purposes of the UCC (including Sections 9-304 and 8-110 thereof) is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York. (f) The Account Holder does not know of any claim to or interest in the Pledged Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Account, except for claims and interests of the parties referred to in this Agreement.

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and the Trustee and the Holders of the Notes that: (a) The Account Holder has established the Pledged Account and shall not change the name or account number of the Pledged Account without the prior written consent of the Trustee. (b) The Account Holder maintains the Pledged Account for the Trustee, and all property (including, without limitation, all funds and financial assets) held by the Account Holder for the account of the Trustee is, and will continue to be, credited to the Pledged Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time. (c) The To the extent that funds are credited to the Pledged Account, the Pledged Account is a deposit account; and to the extent that financial assets are credited to the Pledged Account, the Pledged Account is a securities account. The Account Holder is (i) the bank with which the Pledged Account is maintained and (ii) the securities intermediary with respect to financial assets credited held in the Pledged Account. The Trustee is (x) the Account Holder's customer with respect to the Pledged Account from time to time. The Trustee is and (y) the entitlement holder with respect to financial assets credited from time to time to the Pledged Account. (d) All financial assets in registered form or payable to or to the order of and credited to the Pledged Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank. (e) Notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Account for purposes of the UCC is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York. (f) The Account Holder does not know of any claim to or interest in the Pledged Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Account, except for claims and interests of the parties referred to in this Agreement.

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and Pledgor, the Collateral Agent, the Trustee and the Holders of the Notes thatSecurities: (a) The That the Account Holder has established the Pledged Pledge Account and shall not change the name or account number of the Pledged Pledge Account without the prior written consent of the Trustee.Collateral Agent; (b) The That the Account Holder maintains the Pledged Pledge Account for the TrusteeCollateral Agent, and all property (including, without limitation, all funds and financial assets) held by the Account Holder for the account of the Trustee Collateral Agent is, and will continue to be, credited to the Pledged Pledge Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time.; (c) The Pledged That, to the extent that funds are credited to the Pledge Account, the Pledge Account is a deposit account; and to the extent that financial assets are credited to the Pledge Account, the Pledge Account is a securities account. The Account Holder is (i) the bank with which the Pledge Account is maintained and (ii) the securities intermediary with respect to financial assets credited held in the Pledge Account. The Collateral Agent is (x) the Account Holder's customer with respect to the Pledged Pledge Account from time to time. The Trustee is and (y) the entitlement holder with respect to financial assets credited from time to time to the Pledged Pledge Account.; (d) All That all financial assets in registered form or payable to or to the order of and credited to the Pledged Pledge Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Pledge Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank.; (e) Notwithstanding That, notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Pledge Account for purposes of the UCC is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York.; (f) The That the Account Holder does not know of any claim to or interest in the Pledged Pledge Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Pledge Account, except for claims and interests of the parties referred to in this Agreement.; (g) That it is a commercial bank that in the ordinary course of its business maintains securities accounts for others and is acting in that capacity hereunder and with respect to the Pledge Account;

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and Pledgor, the Collateral Agent, the Trustee and the Holders of the Notes thatSecurities: (a) The That the Account Holder has established the Pledged Pledge Account and shall not change the name or account number of the Pledged Pledge Account without the prior written consent of the Trustee.Collateral Agent; (b) The That the Account Holder maintains the Pledged Pledge Account for the TrusteeCollateral Agent, and all property (including, without limitation, all funds and financial assets) held by the Account Holder for the account of the Trustee Collateral Agent is, and will continue to be, credited to the Pledged Pledge Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time.; (c) The Pledged That, to the extent that funds are credited to the Pledge Account, the Pledge Account is a deposit account; and to the extent that financial assets are credited to the Pledge Account, the Pledge Account is a securities account. The Account Holder is (i) the bank with which the Pledge Account is maintained and (ii) the securities intermediary with respect to financial assets credited held in the Pledge Account. The Collateral Agent is (x) the Account Holder's customer with respect to the Pledged Pledge Account from time to time. The Trustee is and (y) the entitlement holder with respect to financial assets credited from time to time to the Pledged Pledge Account.; (d) All That all financial assets in registered form or payable to or to the order of and credited to the Pledged Pledge Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Pledge Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank.; (e) Notwithstanding That, notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Pledge Account for purposes of the UCC is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York.; (f) The That the Account Holder does not know of any claim to or interest in the Pledged Pledge Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Pledge Account, except for claims and interests of the parties referred to in this Agreement; (g) That it is a commercial bank that in the ordinary course of its business maintains securities accounts for others and is acting in that capacity hereunder and with respect to the Pledge Account; (h) That it maintains the FRB Account with the FRB; (i) That the Pledge Account shall be an account to which funds or financial assets may be credited, and undertakes to treat the Collateral Agent (in its capacity as such) as entitled to exercise rights that comprise (and entitled to the benefits of) such funds or financial assets, and entitled to exercise the rights of an entitlement holder in the manner contemplated by the UCC; (j) That, subject to applicable law, it has not granted, and covenants that so long as it acts as a securities intermediary or bank hereunder it shall not grant, control over or with respect to any Collateral credited to any Pledge Account from time to time to any other person other than the Collateral Agent (in its capacity as such); (k) That it shall not, subject to applicable law, knowingly take any action inconsistent with, and represents and covenants that it is not and so long as this Agreement remains in effect will not knowingly become, party to any agreement the terms of which are inconsistent with, the provisions of this Agreement; (l) That any item of property credited to the Pledge Account shall be treated as funds or a financial asset; (m) That any item of Collateral credited to the Pledge Account shall not be subject to any security interest, lien or right of set-off in favor of it as securities intermediary, except as may be expressly permitted under the Indenture and the Pledge Agreement; (n) To maintain the Pledge Account and maintained appropriate books and records in respect thereof in accordance with its usual procedures and subject to the terms of this Agreement; (o) That, with respect to any Collateral that constitutes a security entitlement, it shall comply with the provisions of Section 3(a) of this Agreement and, with respect to any Collateral that constitutes a securities account, it shall comply with the provisions of Section 3(a) of this Agreement with respect to all security entitlements carried in such securities account; and (p) That if its jurisdiction as securities intermediary shall change from that jurisdiction specified in Section 2(e) of this Agreement, it will promptly notify the Collateral Agent and the Trustee of such change and of such new jurisdiction.

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and the Trustee and the Holders Holder of the Notes Xerox Funding Debentures that: (a) The Account Holder has established the Pledged Account and shall not change the name or account number of the Pledged Account without the prior written consent of the Trustee. (b) The Account Holder maintains the Pledged Account for the Trustee, and all property (including, without limitation, all funds and financial assets) held by the Account Holder for the account of the Trustee Pledgor is, and will continue to be, credited to the Pledged Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time. (c) The To the extent that funds are credited to the Pledged Account, the Pledged Account is a deposit account; and to the extent that financial assets are credited to the Pledged Account, the Pledged Account is a securities account. The Account Holder is (i) the bank with which the Pledged Account is maintained and (ii) the securities intermediary with respect to financial assets credited held in the Pledged Account. The Trustee is (x) the Account Holder's customer with respect to the Pledged Account from time to time. The Trustee is and (y) the entitlement holder with respect to financial assets credited from time to time to the Pledged Account. (d) All financial assets in registered form or payable to or to the order of and credited to the Pledged Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank. (e) Notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Account for purposes of the UCC (including Sections 9-304 and 8-110 thereof) is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York. (f) The Account Holder does not know of any claim to or interest in the Pledged Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Account, except for claims and interests of the parties referred to in this Agreement.

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and the Trustee and the Holders of the Notes that: (a) The Account Holder has established the Pledged Account and shall not change the name or account number of the Pledged Account without the prior written consent of the Trustee. (b) The Account Holder maintains the Pledged Account for the Trustee, and all property (including, without limitation, all funds and financial assets) held by the Account Holder for the account of the Trustee is, and will continue to be, credited to the Pledged Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in as such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time. (c) The Pledged Account is a securities account. The Account Holder is the securities intermediary with respect to financial assets credited to held in the Pledged Account from time to timeAccount. The Trustee is the entitlement holder with respect to financial assets credited from time to time to the Pledged Account. (d) All financial assets in registered form or payable to or to the order of and credited to the Pledged Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing have been subsequently endorsed by the Pledgor to the Account Holder or in blank. (e) Notwithstanding any other agreement to the contrary, the Account Holder's ’s jurisdiction with respect to the Pledged Account for purposes of the UCC is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York. (f) The Account Holder does not know of any claim to or interest in the Pledged Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Account, except for claims and interests of the parties referred to in this Agreement.

The Account. The Account Holder represents and warrants to, and agrees with, the Pledgor and the Trustee and the Holders of the Notes Agent that: (a) The Account Holder has established the Pledged Account and shall not change the name or account number of the Pledged Account without the prior written consent of the TrusteeAgent. (b) The Account Holder maintains the Pledged Account for the TrusteePledgor, subject to the security interest of the Agent, and all property (including, without limitation, all funds funds, cash, money market shares, money market accounts, U.S. Treasury securities and other financial assets) held by the Account Holder for the account benefit of the Trustee isPledgor or the Agent are, and will continue to be, credited to the Pledged Account. The Account Holder is a securities intermediary (as defined in Section 8-102(a)(xiv) of the UCC) and is acting in such capacity in relation to the Trustee, the Pledgor and the Pledged Account and with respect to all property credited thereto, from time to time. (c) The To the extent that funds are credited to the Pledged Account, the Pledged Account is a deposit account; and to the extent that financial assets are credited to the Pledged Account, the Pledged Account is a securities account. The Account Holder is (i) the bank with which the Pledged Account is maintained and (ii) the securities intermediary with respect to financial assets credited held in the Pledged Account. The Pledgor is (x) the Account Holder's customer with respect to the Pledged Account from time to time. The Trustee is and (y) the entitlement holder with respect to financial assets credited from time to time to the Pledged Account. (d) All financial assets consisting of certificated securities in registered form or payable to or to the order of and credited to the Pledged Account shall be registered in the name of, payable to or to the order of, or endorsed to, the Account Holder and in no case during the term of the Pledge Agreement will any financial asset credited to the Pledged Account be registered in the name of, payable to or to the order of, or endorsed to, the Pledgor, except to the extent the foregoing (i) have been subsequently endorsed by the Pledgor to the Account Holder or in blankblank or (ii) are to be disbursed to the Pledgor pursuant to the Pledge Agreement. (e) Notwithstanding any other agreement to the contrary, the Account Holder's jurisdiction with respect to the Pledged Account for purposes of the UCC (including Sections 9-304 and 8-110 thereof) is, and will continue to be for so long as the Security Interest shall be in effect, the State of New York. (f) The Account Holder does not know of any claim to or interest in the Pledged Account or any property (including, without limitation, all funds and financial assets) credited to the Pledged Account, except for claims and interests of the parties referred to in this Agreement.