Use of the Collateral Accounts. The Borrowers may withdraw funds from the Collateral Accounts only in compliance with Section 9.14. Upon the occurrence and continuance of (i) an Event of Default or (ii) a mandatory prepayment having been triggered pursuant to Section 3.4(b) that is unpaid, (A) no Borrower shall have the right to, and shall not, give instructions to the Account Bank with respect to the Collateral Account of any Borrower (other than to direct that such defaulted amount or mandatory prepayment be made from such account or to pay Excluded Amounts) and (B) Administrative Agent is authorized to take exclusive control of each Collateral Account. Upon a change of circumstance such that events in clauses (i) and (ii) above have been remedied or upon payment of all outstanding Obligations, Administrative Agent shall promptly relinquish exclusive control of each Collateral Account.
Use of the Collateral Accounts. The Borrowers may withdraw funds from the Collateral Accounts only in compliance with Section 9.18. Upon the occurrence of a Cash Control Event, the Administrative Agent is authorized to take exclusive control of the Collateral Accounts.
Use of the Collateral Accounts. The Credit Parties may withdraw funds from the Collateral Accounts only in compliance with Section 9.18. During the continuance of a Cash Control Event with respect to the applicable Fund Group, the Administrative Agent is authorized to take exclusive control of the Collateral Accounts of such Fund Group in accordance with the terms of the applicable Control Agreement. If the applicable Account Bank with respect to any Collateral Account ceases to be HSBC or an Eligible Institution, each Borrower shall have thirty (30) days following notice from the Administrative Agent to move (or cause its Feeder Fund(s) or its Blocker(s), as applicable, to move) its Collateral Account to a replacement Account Bank that is HSBC or an Eligible Institution. If an Account Bank terminates a Control Agreement, the applicable Borrower shall (or shall cause the applicable Feeder Fund or Blocker, as applicable, to) open a new collateral account that is subject to a new Control Agreement, in form and substance satisfactory to the Administrative Agent, with a replacement Account Bank within thirty (30) days of such termination.
Use of the Collateral Accounts. The Credit Parties may withdraw funds from the Collateral Accounts only in compliance with Section 9.17. Upon the occurrence of a Cash Control Event, the Administrative Agent is authorized to take exclusive control of the Collateral Accounts. If the applicable Account Bank with respect to any Collateral Account ceases to be an Eligible Institution, each Borrower shall have thirty (30) days following notice from the Administrative Agent to move its Collateral Account to a replacement Account Bank that is an Eligible Institution. If an Account Bank terminates a Control Agreement, the Borrower shall open a new collateral account that is subject to a new Control Agreement with a replacement Account Bank within thirty (30) days of the earlier of the terminating Account Bank providing notice of its intent to terminate such Control Agreement.
Use of the Collateral Accounts. If a Cash Control Event has occurred and is continuing, the applicable Borrower may withdraw funds from its Collateral Account only in compliance with Section 9.
Use of the Collateral Accounts. The Borrowers may withdraw funds from the Collateral Accounts only in compliance with Section 9.18. During the continuance of a Cash Control Event, the Administrative Agent is authorized to take exclusive control of the Collateral Accounts in accordance with the terms of the applicable Control Agreement. If the applicable Account Bank with respect to any Collateral Account ceases to be HSBC or an Eligible Institution, each Borrower shall have thirty (30) days following notice from the Administrative Agent to move its Collateral Account to a replacement Account Bank that is HSBC or an Eligible Institution. If an Account Bank terminates a Control Agreement, the applicable Borrower shall open a new collateral account that is subject to a new Control Agreement, in form and substance satisfactory to the Administrative Agent, with a replacement Account Bank within thirty (30) days of such termination.
Use of the Collateral Accounts. The Credit Parties may withdraw funds from the Collateral Accounts only in compliance with Section 9.18. During the continuance of a Cash Control Event, the Administrative Bank is authorized to take exclusive control of the Collateral Accounts in accordance with the terms of the applicable Control Agreement. If the applicable Account Bank with respect to any Collateral Account ceases to be State Street or an Eligible Institution, each Borrower shall have thirty (30) days following notice from the Administrative Bank to move (or cause the applicable Feeder Fund or Blocker to move) its Collateral Account to a replacement Account Bank that is State Street or an Eligible Institution. If an Account Bank terminates a Control Agreement, the applicable Borrower shall (or cause the applicable Feeder Fund or Blocker to) open a new collateral account that is subject to a new Control Agreement, in form and substance satisfactory to the Administrative Bank, with a replacement Account Bank within thirty (30) days of such termination.
Use of the Collateral Accounts. The applicable Borrower may withdraw funds from its Collateral Account only in compliance with Section 9.
Use of the Collateral Accounts. The Credit Parties may withdraw funds from the Collateral Accounts only in compliance with Section 9.18. Upon the occurrence of a Cash Control Event, the Administrative Agent is authorized to take exclusive control of the Collateral Accounts and any other deposit account of the Initial Borrowers constituting Collateral and subject to an account control agreement among the applicable Credit Party, the Administrative Agent and the applicable depositary bank (each an “Other Controlled Account”). If the applicable Account Bank with respect to any Collateral Account (or applicable depositary bank with respect to an Other Controlled Account) ceases to be an Eligible Institution, the applicable Borrower shall have forty-five (45) days following notice from the Administrative Agent to move any such Collateral Account or Other Controlled Account to a replacement Account Bank or depositary bank (as applicable) that is an Eligible Institution. If an Account Bank terminates a Control Agreement with respect to a Collateral Account, the applicable Borrower shall open a new Collateral Account that is subject to a new Control Agreement with a replacement Account Bank within forty-five (45) days of such termination. If a depositary bank terminates a control agreement with respect to an Other Controlled Account, the applicable Borrower shall open a new deposit account that is subject to a new control agreement with a replacement depositary bank within forty-five (45) days of such termination. Notwithstanding the foregoing, the foregoing provisions relating to Other Controlled Agreements shall terminate and be of no further effect on and after the Collateral Adjustment Date.
Use of the Collateral Accounts. (i) Cash interest on Term Loans shall be paid by (A) the Borrower from available unrestricted Dollars on each Interest Payment Date when due, or (B) if not so paid in full by 12:00 p.m. New York City time on any Interest Payment Date, the Administrative Agent shall pay such Cash interest to the Lenders out of the Interest Reserve Account without need for any action by Borrower. To avoid doubt, no Default or Event of Default shall be deemed to have occurred under Section 8.1(a) if any payment of interest is not made under clause (c)(i)(A) provided it is made under clause (c)(i)(B).
(ii) Any income or gain on Eligible Investments that are permitted by Section 2.16(a) shall remain in such Collateral Account and shall be considered income or gain of the Borrower. All amounts on deposit in a Collateral Account shall be applied as provided for herein with respect to such Collateral Account prior to any other application of such property as may otherwise be provided for herein.
(iii) At least eight calendar days prior to each Interest Payment Date (the “Collateral Account Report Date”), Borrower shall compile and provide to the Collateral Agent, the Administrative Agent and the Lenders a distribution report showing all debit and credit transactions in such Collateral Account determined as of the close of business on the 15th day of the month in which such Collateral Account Report Date occurs (the “Collateral Account Report”). To the extent Borrower fails to timely deliver a Collateral Account Report or a Lender disagrees with the information in such report, any Lender may, within two Business Days after Borrower’s non-delivery or delivery of such disputed draft Collateral Account Report to such Lender, notify in writing the Collateral Agent, Borrower and the other Lenders of such disagreement. The Required Lenders shall (in consultation with Borrower) within one (1) Business Day of such notification or non-delivery provide direction to the Collateral Agent necessary to resolve any such discrepancy, and the Collateral Agent shall follow such direction, absent manifest error. If by 12:00 p.m. New York City time on any Interest Payment Date (i) Borrower fails to pay Cash interest when due on such Interest Payment Date and (ii) no Lender has notified the Collateral Agent and Borrower in writing of any discrepancy within such two Business Day time period, then such Collateral Account Report shall be deemed approved by the Lenders and the Collateral Agent shall procee...
