Common use of US Cash Management Clause in Contracts

US Cash Management. (a) Simultaneously herewith, Interface shall establish and continually maintain, and shall cause each of the other Credit Parties which (i) in the ordinary course of its business, collects items or payments of the type described in this Section 7.16(a), (ii) after the Closing Date, commences collecting such items or payments in the ordinary course of its business, or (iii) is identified by the Collateral Agent from time to time in the exercise of its reasonable discretion to establish and continually maintain, with the Collateral Agent one or more lockboxes and Domestic Collateral Reserve Accounts into which such Credit Parties shall cause each of its Account Debtors to remit all cash, checks, drafts, items and other instruments for the payment of money which it now has or may at any time hereafter receive in full or partial payment for Domestic Inventory or Domestic Accounts and such Credit Parties’ chattel paper or general intangibles, or as proceeds of Domestic Inventory or Domestic Accounts and of such Credit Parties’ chattel paper or general intangibles. Additionally, simultaneously herewith, Interface shall establish and continually maintain the Domestic Concentration Account. In the event any items or payment described in this Section 7.16 are inadvertently received by any of the Credit Parties or any other Person, whether or not in accordance with the terms of this Agreement, such Credit Party or such Person shall be deemed to hold the same in trust for the benefit of the Collateral Agent and promptly forward them to the Collateral Agent for deposit in a Domestic Collateral Reserve Account or the Domestic Concentration Account. (b) The Collateral Agent will remove from the lockboxes and deposit all such items of payment received from the Credit Parties’ Account Debtors into a Domestic Collateral Reserve Account related to such lockbox promptly upon receipt. On each Business Day, the Collateral Agent shall cause all funds on deposit in such Domestic Collateral Reserve Accounts to be transferred to the Domestic Concentration Account. Except during (i) the existence of a Event of Default or (ii) a Domestic Cash Management Period, the Collateral Agent will transfer on each Domestic Business Day collected amounts in the Domestic Concentration Account and then to the Credit Parties’ operating accounts in accordance with the Credit Parties’ lawful instructions and Interface shall have access to the funds on deposit in the Domestic Concentration Account. Interface, for itself and on behalf of each of the Credit Parties, agrees that no Credit Party shall have any access to any funds which are on deposit in any Domestic Collateral Reserve Account, it being understood that such Domestic Collateral Reserve Accounts (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)) shall be used solely for the collection of the Credit Parties’ Accounts, which collections shall be swept to the Domestic Concentration Account as set forth above. (c) Subject to the following subsection (d), during a Domestic Cash Management Period, all funds from time to time on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be applied each Business Day against the Obligations due and owing by the Credit Parties in accordance with Section 2.03(e); provided that, if all such Obligations of the Credit Parties have been satisfied as of such time, then any surplus in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be transferred to the Credit Parties’ operating accounts in accordance with the Credit Parties’ lawful instructions. Interface agrees that, during any Domestic Cash Management Period or during the existence of an Event of Default, it shall have no right to access any funds which are on deposit in the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)). (d) During the existence of an Event of Default and at the election of the Required Lenders, all funds on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreements related thereto (as such term is defined in such Control Agreements)) shall be applied to the Obligations pursuant to the terms of Article IX. During the existence of an Event of Default the Collateral Agent may at any time in its sole discretion or if requested in writing by the Required Lenders, direct the Account Debtors of each Credit Party to make payments on the Domestic Accounts or such Credit Party’s chattel paper or general intangibles, or portions thereof, directly to the Collateral Agent, and such Account Debtors are hereby authorized and directed to do so by such Credit Party upon the Collateral Agent’s direction, and the funds so received shall be also deposited in a Domestic Collateral Reserve Account or the Domestic Concentration Account, or, at the election of the Collateral Agent, upon its receipt thereof, be applied directly to repayment of the Obligations as provided in Article IX. (e) Interface shall cause each other Credit Party determined pursuant to subsection (a), above, to comply with the terms and provisions of this Section 7.16, just as fully as if such other Credit Party were party hereto. Interface, by its execution and delivery of this Agreement, shall be deemed to have consented to the terms and provisions of this Section 7.16 on behalf of each Credit Party. (f) Interface shall cause all Net Proceeds received by any Credit Party to be deposited in a Deposit Account maintained with the Collateral Agent over which Collateral Agent has control. Until such time as the Obligations have been accelerated in accordance with Article IX, Interface may use such Net Cash Proceeds in accordance with, and subject to, the terms set forth in this Agreement. (g) Each of the Collateral Agent and Interface agrees that, (i) for the Collateral Agent to direct funds on deposit in any Domestic Collateral Reserve Account or the Domestic Concentration Account in accordance with the terms of this Section 7.16, it shall not be necessary for the Collateral Agent to give any “Notice” under any Control Agreement related to such Domestic Collateral Reserve Accounts or the Domestic Concentration Account and (ii) the Collateral Agent shall not give any such “Notice” under any Control Agreement unless, at the time of giving such “Notice,” a Domestic Cash Management Period or an Event of Default shall be in existence. (h) Interface shall not, and shall not permit any Credit Party to, open, maintain, establish, or otherwise have any Deposit Account, other than: (i) Deposit Accounts which constitute Domestic Collateral Reserve Accounts; (ii) Credit Card Deposit Accounts (provided, however, that, from time to time upon request of the Domestic Agent, Interface will provide the Domestic Agent a written accounting of all Credit Card Deposit Accounts, their location, and their balances); and (iii) such other Deposit Accounts as shall be necessary for payroll, pxxxx cash, local trade payables, and other occasional needs of the Credit Parties; provided, however, that the aggregate balance of all Deposit Accounts owned by the Credit Parties and which are permitted to exist solely by virtue of this subclause (iii) shall never exceed $1,500,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion) nor shall the balance of any one of such Deposit Accounts exceed $700,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion).

US Cash Management. (a) Simultaneously herewith, Interface shall establish and continually maintain, and shall cause each of the other Domestic Credit Parties which (i) in the ordinary course of its business, collects items or payments of the type described in this Section 7.16(a), (ii) after the Closing Date, commences collecting such items or payments in the ordinary course of its business, or (iii) is identified by the Collateral Agent from time to time in the exercise of its reasonable discretion to establish and continually maintain, with the Collateral Agent one or more lockboxes and Domestic Collateral Reserve Accounts into which such Domestic Credit Parties shall cause each of its Account Debtors to remit all cash, checks, drafts, items and other instruments for the payment of money which it now has or may at any time hereafter receive in full or partial payment for Domestic Inventory or Domestic Accounts and such Domestic Credit Parties’ ' chattel paper or general intangibles, or as proceeds of Domestic Inventory or Domestic Accounts and of such Domestic Credit Parties’ ' chattel paper or general intangibles. Additionally, simultaneously herewith, Interface shall establish and continually maintain the Domestic Concentration Account. In the event any items or payment described in this Section 7.16 are inadvertently received by any of the Domestic Credit Parties or any other Person, whether or not in accordance with the terms of this Agreement, such Domestic Credit Party or such Person shall be deemed to hold the same in trust for the benefit of the Collateral Agent and promptly forward them to the Collateral Agent for deposit in a Domestic Collateral Reserve Account or the Domestic Concentration Account. (b) The Collateral Agent will remove from the lockboxes and deposit all such items of payment received from the Domestic Credit Parties’ ' Account Debtors into a Domestic Collateral Reserve Account related to such lockbox promptly upon receipt. On each Business Day, the Collateral Agent shall cause all funds on deposit in such Domestic Collateral Reserve Accounts to be transferred to the Domestic Concentration Account. Except during (i) the existence of a Event of Default or (ii) a Domestic Cash Management Period, the Collateral Agent will transfer on each Domestic Business Day collected amounts in the Domestic Concentration Account and then to the Domestic Credit Parties’ ' operating accounts in accordance with the Domestic Credit Parties’ ' lawful instructions and Interface shall have access to the funds on deposit in the Domestic Concentration Account. Interface, for itself and on behalf of each of the Domestic Credit Parties, agrees that no Domestic Credit Party shall have any access to any funds which are on deposit in any Domestic Collateral Reserve Account, it being understood that such Domestic Collateral Reserve Accounts (regardless of whether any “"Notice” " has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)) shall be used solely for the collection of the Domestic Credit Parties’ ' Accounts, which collections shall be swept to the Domestic Concentration Account as set forth above. (c) Subject to the following subsection (d), during a Domestic Cash Management Period, all funds from time to time on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be applied each Business Day against the Obligations due and owing by the Credit Parties in accordance with Section 2.03(e); provided that, if all such Obligations of the Credit Parties have been satisfied as of such time, then any surplus in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be transferred to the Credit Parties’ operating accounts in accordance with the Credit Parties’ lawful instructions. Interface agrees that, during any Domestic Cash Management Period or during the existence of an Event of Default, it shall have no right to access any funds which are on deposit in the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)). (d) During the existence of an Event of Default and at the election of the Required Lenders, all funds on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreements related thereto (as such term is defined in such Control Agreements)) shall be applied to the Obligations pursuant to the terms of Article IX. During the existence of an Event of Default the Collateral Agent may at any time in its sole discretion or if requested in writing by the Required Lenders, direct the Account Debtors of each Credit Party to make payments on the Domestic Accounts or such Credit Party’s chattel paper or general intangibles, or portions thereof, directly to the Collateral Agent, and such Account Debtors are hereby authorized and directed to do so by such Credit Party upon the Collateral Agent’s direction, and the funds so received shall be also deposited in a Domestic Collateral Reserve Account or the Domestic Concentration Account, or, at the election of the Collateral Agent, upon its receipt thereof, be applied directly to repayment of the Obligations as provided in Article IX. (e) Interface shall cause each other Credit Party determined pursuant to subsection (a), above, to comply with the terms and provisions of this Section 7.16, just as fully as if such other Credit Party were party hereto. Interface, by its execution and delivery of this Agreement, shall be deemed to have consented to the terms and provisions of this Section 7.16 on behalf of each Credit Party. (f) Interface shall cause all Net Proceeds received by any Credit Party to be deposited in a Deposit Account maintained with the Collateral Agent over which Collateral Agent has control. Until such time as the Obligations have been accelerated in accordance with Article IX, Interface may use such Net Cash Proceeds in accordance with, and subject to, the terms set forth in this Agreement. (g) Each of the Collateral Agent and Interface agrees that, (i) for the Collateral Agent to direct funds on deposit in any Domestic Collateral Reserve Account or the Domestic Concentration Account in accordance with the terms of this Section 7.16, it shall not be necessary for the Collateral Agent to give any “Notice” under any Control Agreement related to such Domestic Collateral Reserve Accounts or the Domestic Concentration Account and (ii) the Collateral Agent shall not give any such “Notice” under any Control Agreement unless, at the time of giving such “Notice,” a Domestic Cash Management Period or an Event of Default shall be in existence. (h) Interface shall not, and shall not permit any Credit Party to, open, maintain, establish, or otherwise have any Deposit Account, other than: (i) Deposit Accounts which constitute Domestic Collateral Reserve Accounts; (ii) Credit Card Deposit Accounts (provided, however, that, from time to time upon request of the Domestic Agent, Interface will provide the Domestic Agent a written accounting of all Credit Card Deposit Accounts, their location, and their balances); and (iii) such other Deposit Accounts as shall be necessary for payroll, pxxxx cash, local trade payables, and other occasional needs of the Credit Parties; provided, however, that the aggregate balance of all Deposit Accounts owned by the Credit Parties and which are permitted to exist solely by virtue of this subclause (iii) shall never exceed $1,500,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion) nor shall the balance of any one of such Deposit Accounts exceed $700,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion).Additional Domestic

US Cash Management. (a) Simultaneously herewith, Interface shall establish and continually maintain, and shall cause each of the other Credit Parties which (i) in the ordinary course of its business, collects items or payments of the type described in this Section 7.16(a), (ii) after the Closing Restatement Date, commences collecting such items or payments in the ordinary course of its business, or (iii) is identified by the Collateral Agent from time to time in the exercise of its reasonable discretion to establish and continually maintain, with the Collateral Agent one or more lockboxes and Domestic Collateral Reserve Accounts into which such Credit Parties shall cause each of its Account Debtors to remit all cash, checks, drafts, items and other instruments for the payment of money which it now has or may at any time hereafter receive in full or partial payment for Domestic Inventory or Domestic Accounts and such Credit Parties’ chattel paper or general intangibles, or as proceeds of Domestic Inventory or Domestic Accounts and of such Credit Parties’ chattel paper or general intangibles. Additionally, simultaneously herewith, Interface shall establish and continually maintain the Domestic Concentration Account. In the event any items or payment described in this Section 7.16 are inadvertently received by any of the Credit Parties or any other Person, whether or not in accordance with the terms of this Agreement, such Credit Party or such Person shall be deemed to hold the same in trust for the benefit of the Collateral Agent and promptly forward them to the Collateral Agent for deposit in a Domestic Collateral Reserve Account or the Domestic Concentration Account. (b) The Collateral Agent will remove from the lockboxes and deposit all such items of payment received from the Credit Parties’ Account Debtors into a Domestic Collateral Reserve Account related to such lockbox promptly upon receipt. On each Business Day, the Collateral Agent shall cause all funds on deposit in such Domestic Collateral Reserve Accounts to be transferred to the Domestic Concentration Account. Except during (i) the existence of a Event of Default or (ii) a Domestic Cash Management Period, the Collateral Agent will transfer on each Domestic Business Day collected amounts in the Domestic Concentration Account and then to the Credit Parties’ operating accounts in accordance with the Credit Parties’ lawful instructions and Interface shall have access to the funds on deposit in the Domestic Concentration Account. Interface, for itself and on behalf of each of the Credit Parties, agrees that no Credit Party shall have any access to any funds which are on deposit in any Domestic Collateral Reserve Account, it being understood that such Domestic Collateral Reserve Accounts (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)) shall be used solely for the collection of the Credit Parties’ Accounts, which collections shall be swept to the Domestic Concentration Account as set forth above. (c) Subject to the following subsection (d), during a Domestic Cash Management Period, all funds from time to time on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be applied each Business Day against the Obligations due and owing by the Credit Parties in accordance with Section 2.03(e); provided that, if all such Obligations of the Credit Parties have been satisfied as of such time, then any surplus in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be transferred to the Credit Parties’ operating accounts in accordance with the Credit Parties’ lawful instructions. Interface agrees that, during any Domestic Cash Management Period or during the existence of an Event of Default, it shall have no right to access any funds which are on deposit in the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)). (d) During the existence of an Event of Default and at the election of the Required Lenders, all funds on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreements related thereto (as such term is defined in such Control Agreements)) shall be applied to the Obligations pursuant to the terms of Article IX. During the existence of an Event of Default the Collateral Agent may at any time in its sole discretion or if requested in writing by the Required Lenders, direct the Account Debtors of each Credit Party to make payments on the Domestic Accounts or such Credit Party’s chattel paper or general intangibles, or portions thereof, directly to the Collateral Agent, and such Account Debtors are hereby authorized and directed to do so by such Credit Party upon the Collateral Agent’s direction, and the funds so received shall be also deposited in a Domestic Collateral Reserve Account or the Domestic Concentration Account, or, at the election of the Collateral Agent, upon its receipt thereof, be applied directly to repayment of the Obligations as provided in Article IX. (e) Interface shall cause each other Credit Party determined pursuant to subsection (a), above, to comply with the terms and provisions of this Section 7.16, just as fully as if such other Credit Party were party hereto. Interface, by its execution and delivery of this Agreement, shall be deemed to have consented to the terms and provisions of this Section 7.16 on behalf of each Credit Party. (f) Interface shall cause all Net Proceeds received by any Credit Party to be deposited in a Deposit Account maintained with the Collateral Agent over which Collateral Agent has control. Until such time as the Obligations have been accelerated in accordance with Article IX, Interface may use such Net Cash Proceeds in accordance with, and subject to, the terms set forth in this Agreement. (g) Each of the Collateral Agent and Interface agrees that, (i) for the Collateral Agent to direct funds on deposit in any Domestic Collateral Reserve Account or the Domestic Concentration Account in accordance with the terms of this Section 7.16, it shall not be necessary for the Collateral Agent to give any “Notice” under any Control Agreement related to such Domestic Collateral Reserve Accounts or the Domestic Concentration Account and (ii) the Collateral Agent shall not give any such “Notice” under any Control Agreement unless, at the time of giving such “Notice,” a Domestic Cash Management Period or an Event of Default shall be in existence. (h) Interface shall not, and shall not permit any Credit Party to, open, maintain, establish, or otherwise have any Deposit Account, other than: (i) Deposit Accounts which constitute Domestic Collateral Reserve Accounts; (ii) Credit Card Deposit Accounts (provided, however, that, from time to time upon request of the Domestic Agent, Interface will provide the Domestic Agent a written accounting of all Credit Card Deposit Accounts, their location, and their balances); and; (iii) such other Deposit Accounts as shall be necessary for payrollthe purposes of funding employee benefits, health savings accounts, or payroll (with it being agreed by the Borrower that no Deposit Account established or used for any of the foregoing purposes shall be used for any other purposes without the Domestic Agent’s prior written consent); and (iv) such other Deposit Accounts as shall be necessary for pxxxx cash, local trade payables, and other occasional needs of the Credit Parties; provided, however, that the aggregate balance of all Deposit Accounts owned by the Credit Parties and which are permitted to exist solely by virtue of this subclause (iiiiv) shall never exceed $1,500,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion) nor shall the balance of any one of such Deposit Accounts exceed $700,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion).

US Cash Management. (a) Simultaneously herewith, Interface shall establish and continually maintain, and shall cause each of the other Credit Parties which (i) in the ordinary course of its business, collects items or payments of the type described in this Section 7.16(a), (ii) after the Closing Restatement Date, commences collecting such items or payments in the ordinary course of its business, or (iii) is identified by the Collateral Agent from time to time in the exercise of its reasonable discretion to establish and continually maintain, with the Collateral Agent one or more lockboxes and Domestic Collateral Reserve Accounts into which such Credit Parties shall cause each of its Account Debtors to remit all cash, checks, drafts, items and other instruments for the payment of money which it now has or may at any time hereafter receive in full or partial payment for Domestic Inventory or Domestic Accounts and such Credit Parties’ chattel paper or general intangibles, or as proceeds of Domestic Inventory or Domestic Accounts and of such Credit Parties’ chattel paper or general intangibles. Additionally, simultaneously herewith, Interface shall establish and continually maintain the Domestic Concentration Account. In the event any items or payment described in this Section 7.16 are inadvertently received by any of the Credit Parties or any other Person, whether or not in accordance with the terms of this Agreement, such Credit Party or such Person shall be deemed to hold the same in trust for the benefit of the Collateral Agent and promptly forward them to the Collateral Agent for deposit in a Domestic Collateral Reserve Account or the Domestic Concentration Account. (b) The Collateral Agent will remove from the lockboxes and deposit all such items of payment received from the Credit Parties’ Account Debtors into a Domestic Collateral Reserve Account related to such lockbox promptly upon receipt. On each Business Day, the Collateral Agent shall cause all funds on deposit in such Domestic Collateral Reserve Accounts to be transferred to the Domestic Concentration Account. Except during (i) the existence of a Event of Default or (ii) a Domestic Cash Management Period, the Collateral Agent will transfer on each Domestic Business Day collected amounts in the Domestic Concentration Account and then to the Credit Parties’ operating accounts in accordance with the Credit Parties’ lawful instructions and Interface shall have access to the funds on deposit in the Domestic Concentration Account. Interface, for itself and on behalf of each of the Credit Parties, agrees that no Credit Party shall have any access to any funds which are on deposit in any Domestic Collateral Reserve Account, it being understood that such Domestic Collateral Reserve Accounts (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)) shall be used solely for the collection of the Credit Parties’ Accounts, which collections shall be swept to the Domestic Concentration Account as set forth above. (c) Subject to the following subsection (d), during a Domestic Cash Management Period, all funds from time to time on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be applied each Business Day against the Obligations due and owing by the Credit Parties in accordance with Section 2.03(e); provided that, if all such Obligations of the Credit Parties have been satisfied as of such time, then any surplus in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account shall be transferred to the Credit Parties’ operating accounts in accordance with the Credit Parties’ lawful instructions. Interface agrees that, during any Domestic Cash Management Period or during the existence of an Event of Default, it shall have no right to access any funds which are on deposit in the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreement related thereto (as such term is defined in each such Control Agreement)). (d) During the existence of an Event of Default and at the election of the Required Lenders, all funds on deposit in the Domestic Collateral Reserve Accounts and the Domestic Concentration Account (regardless of whether any “Notice” has been given pursuant to the terms of any Control Agreements related thereto (as such term is defined in such Control Agreements)) shall be applied to the Obligations pursuant to the terms of Article IX. During the existence of an Event of Default the Collateral Agent may at any time in its sole discretion or if requested in writing by the Required Lenders, direct the Account Debtors of each Credit Party to make payments on the Domestic Accounts or such Credit Party’s chattel paper or general intangibles, or portions thereof, directly to the Collateral Agent, and such Account Debtors are hereby authorized and directed to do so by such Credit Party upon the Collateral Agent’s direction, and the funds so received shall be also deposited in a Domestic Collateral Reserve Account or the Domestic Concentration Account, or, at the election of the Collateral Agent, upon its receipt thereof, be applied directly to repayment of the Obligations as provided in Article IX. (e) Interface shall cause each other Credit Party determined pursuant to subsection (a), above, to comply with the terms and provisions of this Section 7.16, just as fully as if such other Credit Party were party hereto. Interface, by its execution and delivery of this Agreement, shall be deemed to have consented to the terms and provisions of this Section 7.16 on behalf of each Credit Party. (f) Interface shall cause all Net Proceeds received by any Credit Party to be deposited in a Deposit Account maintained with the Collateral Agent over which Collateral Agent has control. Until such time as the Obligations have been accelerated in accordance with Article IX, Interface may use such Net Cash Proceeds in accordance with, and subject to, the terms set forth in this Agreement. (g) Each of the Collateral Agent and Interface agrees that, (i) for the Collateral Agent to direct funds on deposit in any Domestic Collateral Reserve Account or the Domestic Concentration Account in accordance with the terms of this Section 7.16, it shall not be necessary for the Collateral Agent to give any “Notice” under any Control Agreement related to such Domestic Collateral Reserve Accounts or the Domestic Concentration Account and (ii) the Collateral Agent shall not give any such “Notice” under any Control Agreement unless, at the time of giving such “Notice,” a Domestic Cash Management Period or an Event of Default shall be in existence. (h) Interface shall not, and shall not permit any Credit Party to, open, maintain, establish, or otherwise have any Deposit Account, other than: (i) Deposit Accounts which constitute Domestic Collateral Reserve Accounts; (ii) Credit Card Deposit Accounts (provided, however, that, from time to time upon request of the Domestic Agent, Interface will provide the Domestic Agent a written accounting of all Credit Card Deposit Accounts, their location, and their balances); and (iii) such other Deposit Accounts as shall be necessary for payroll, pxxxx cash, local trade payables, and other occasional needs of the Credit Parties; provided, however, that the aggregate balance of all Deposit Accounts owned by the Credit Parties and which are permitted to exist solely by virtue of this subclause (iii) shall never exceed $1,500,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion) nor shall the balance of any one of such Deposit Accounts exceed $700,000 without the Domestic Agent’s prior written consent (or such greater amount as may be agreed to in writing by the Domestic Agent from time to time in its commercially reasonable discretion).Article