Controlled Intermediary definition

Controlled Intermediary has the meaning assigned thereto in Section 4.6.

Controlled Intermediary means any Securities Intermediary that has executed and delivered a control agreement sufficient, when considered together with the applicable provisions of the Intercreditor Agreements, to provide the Collateral Agent with Control of the applicable Deposit Account or Investment Property.

Controlled Intermediary shall have the meaning set forth in Section 4.14. "Copyright Security Agreement" means each Copyright Security Agreement in substantially the form and substance of Annex II hereto. "Copyrights" means all rights, title and interests (and all related IP Ancillary Rights) arising under any Requirement of Law in or relating to copyrights and all mask works, database and design rights, whether or not registered or published, all registrations and recordations thereof and all applications in connection therewith. "Default" means any event or condition which constitutes an Event of Default or which upon notice, lapse of time or both would, unless cured or waived, become an Event of Default. "Deposit Accounts" shall have the meaning set forth in Article 9 of the UCC. "Documents" shall have the meaning set forth in Article 9 of the UCC. "Equipment" shall have the meaning set forth in Article 9 of the UCC. "Event of Default" means an event described in Section 5.1. "Excluded Account" means: (i) any Deposit Account or Securities Account exclusively used as a trust or escrow account, in each case entered into in the ordinary course of business and where the applicable Grantor holds the funds exclusively for the benefit of an unaffiliated third party, (ii) any Deposit Account or Securities Account exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for any Grantor's employees, (iii) any Deposit Account or Securities Account

Examples of Controlled Intermediary in a sentence

• In the event any such depositary bank or Securities Intermediary refuses to execute and deliver such control agreement, the Administrative Agent, in its sole discretion, may require the applicable Deposit Account and Investment Property to be transferred to the Administrative Agent or a Controlled Depositary or Controlled Intermediary, as applicable.

• After the date hereof, all Deposit Accounts (other than Excluded Deposit Accounts) and all Investment Property will be maintained with the Administrative Agent or with a Controlled Depository or a Controlled Intermediary, as applicable.

• In the event any such depositary bank or Securities Intermediary refuses to execute and deliver such control agreement, the Secured Party, in its sole discretion, may require the applicable Deposit Account and Investment Property to be transferred to the Secured Party or a Controlled Depositary or Controlled Intermediary, as applicable.

• After the date hereof, all Deposit Accounts (other than Excluded Deposit Accounts) and all Investment Property (other than Excluded Investment Property) will be maintained with the Administrative Agent or with a Controlled Depository or a Controlled Intermediary, as applicable.

• The Term may be renewed or extended by mutual agreement of the parties up to sixty (60) days prior to the end of the Term and if Executive does not intend to renew or extend the term, he shall provide notice prior to such sixty (60) day period.

• After the date hereof, all Deposit Accounts (other than Excluded Deposit Accounts) and all Investment Property will be maintained with a Controlled Depository or a Controlled Intermediary, as applicable.

• In the event any such depositary bank or Securities Intermediary refuses to execute and deliver such control agreement, the Secured Party, in its sole discretion, may require the applicable Deposit Account and Investment Property to be transferred to the Secured Party or a different Controlled Depositary or Controlled Intermediary, as applicable, reasonably selected by the Grantor and reasonably satisfactory to the Secured Party, which agrees to execute and deliver such control agreement.

• In the event any such depositary bank or Securities Intermediary refuses to execute and deliver such control agreement, the Administrative Agent, in its sole discretion, may require the applicable Deposit Account and Proceeds Investment Property to be transferred to the Administrative Agent or a Controlled Depositary or Controlled Intermediary, as applicable.

• After the date hereof, all Deposit Accounts (other than Specified Deposit Accounts) and all certificated Investment Property or uncertificated Investment Property held in a Securities Account (in each case, other than Specified Investment Property) will be maintained with the Administrative Agent or with a Controlled Depositary or a Controlled Intermediary, as applicable.

• After the date hereof to the extent required by the Purchase Agreement, all Deposit Accounts (other than Excluded Deposit Accounts) and all Investment Property will be maintained with a Controlled Depository or a Controlled Intermediary, as applicable.

More Definitions of Controlled Intermediary

Controlled Intermediary. “Deposit Account Control Agreement” and “Securities Account Control Agreement” in their entirety.