Common use of The Shared Collateral Account Clause in Contracts

The Shared Collateral Account. On the Closing Date there shall be established and, at all times thereafter until the rights, title, obligations and interests of the Shared Collateral Agent under this Intercreditor Agreement shall have terminated, there shall be maintained in the name of the Shared Collateral Agent an account which is entitled the “RHD-Dex Shared Collateral Account” (the “Dex Shared Collateral Account”) and an account which is entitled the “Universal Shared Collateral Account” (the “Universal Shared Collateral Account” and, collectively with the Dex Shared Collateral Account, the “Shared Collateral Accounts”). The Dex East Administrative Agent, the Dex West Administrative Agent, the RHDI Administrative Agent, the Shared Collateral Agent and the lenders under each respective Dex Credit Agreement hereby acknowledge and agree that the Dex Shared Collateral Account established prior to the date hereof satisfies this requirement. All moneys which are required by this Intercreditor Agreement or any Shared Collateral Security Document to be delivered to the Shared Collateral Agent while an Enforcement Event is in effect or which are received by the Shared Collateral Agent or any agent or nominee of the Shared Collateral Agent in respect of the Shared Collateral, whether in connection with the exercise of the remedies provided in this Intercreditor Agreement or any Shared Collateral Security Document or otherwise, while an Enforcement Event is in effect shall be deposited in the Dex Shared Collateral Account, with respect to Dex Shared Collateral, or the Universal Shared Collateral Account, with respect to Universal Shared Collateral, to be held by the Shared Collateral Agent as part of the Shared Collateral and applied in accordance with the terms of this Intercreditor Agreement. Upon the cancellation of all Significant Event Notices pursuant to subsection 2.1(c) or the receipt by the Shared Collateral Agent of any moneys at any time when no Enforcement Event is in effect, each Grantor may upon written or oral request (confirmed in writing to the Shared Collateral Agent, with a copy to the Required Shared Collateral Secured Parties) obtain the prompt release to it or its order of any funds in the Shared Collateral Accounts (subject to subsection 3.4(a)). Any written or oral request or instruction by any Grantor pursuant to the preceding sentence shall be full authority for and direction to the Shared Collateral Agent to make the requested release, and the Shared Collateral Agent shall promptly do so. If the Shared Collateral Agent becomes aware (in its capacity as Shared Collateral Agent) that it has received any funds that are deposited in a Shared Collateral Account and designated as Shared Collateral or the proceeds of Shared Collateral during a time while no Enforcement Event is in effect, the Shared Collateral Agent shall promptly notify the Ultimate Parent that such funds have been received by the Shared Collateral Agent.

The Shared Collateral Account. On the Closing Date there shall be established and, at all times thereafter until the rights, title, obligations and interests of the Shared Collateral Agent under this Intercreditor Agreement shall have terminated, there shall be maintained in the name of the Shared Collateral Agent an account which is entitled the “RHD-Dex Shared Collateral Account” (the “Dex Shared Collateral Account”) and an account which is entitled the “Universal Shared Collateral Account” (the “Universal Shared Collateral Account” and, collectively with the Dex Shared Collateral Account, the “Shared Collateral Accounts”). The Dex East Administrative Agent, the Dex West Administrative Agent, the RHDI Administrative Agent, the Shared Collateral Agent and the lenders under each respective Dex Credit Agreement hereby acknowledge and agree that the Dex Shared Collateral Account established prior to the date hereof satisfies this requirement. All moneys which are required by this Intercreditor Agreement or any Shared Collateral Security Document to be delivered to the Shared Collateral Agent while an Enforcement Event is in effect or which are received by the Shared Collateral Agent or any agent or nominee of the Shared Collateral Agent in respect of the Shared Collateral, whether in connection with the exercise of the remedies provided in this Intercreditor Agreement or any Shared Collateral Security Document or otherwise, while an Enforcement Event is in effect shall be deposited in the Dex Shared Collateral Account, with respect to Dex Shared Collateral, or the Universal Shared Collateral Account, with respect to Universal Shared Collateral, to be held by the Shared Collateral Agent as part of the Shared Collateral and applied in accordance with the terms of this Intercreditor Agreement. Upon the cancellation of all Significant Event Notices pursuant to subsection 2.1(c) or the receipt by the Shared Collateral Agent of any moneys at any time when no Enforcement Event is in effect, each Grantor may upon written or oral request (confirmed in writing to the Shared Collateral Agent, with a copy to the Required Shared Collateral Secured Parties) obtain the prompt release to it or its order of any funds in the Shared Collateral Accounts Account (subject to subsection 3.4(a)). Any written or oral request or instruction by any Grantor pursuant to the preceding sentence shall be full authority for and direction to the Shared Collateral Agent to make the requested release, and the Shared Collateral Agent shall promptly do so. If the Shared Collateral Agent becomes aware (in its capacity as Shared Collateral Agent) that it has received any funds that are deposited in a Shared Collateral Account and designated as Shared Collateral or the proceeds of Shared Collateral during a time while no Enforcement Event is in effect, the Shared Collateral Agent shall promptly notify the Ultimate Parent that such funds have been received by the Shared Collateral Agent.