Bank Accounts; Collection of Accounts and Payments. Upon request by Secured Party, the Debtor agrees to enter into a deposit account control agreement (“Deposit Account Control Agreement”), in a form specified by Secured Party, with each financial institution with which the Debtor maintains from time to time any Deposit Account. The Debtor shall not establish any such Deposit Account with any financial institution unless prior thereto Secured Party and the Debtor shall have entered into a Deposit Account and Control Agreement with such financial institution, or unless Secured Party shall have waived such requirement. Upon request by Secured Party, the Debtor agrees to establish lock-box and blocked accounts (collectively, “Blocked Accounts”) in the Debtor’s name with such banks as are acceptable to Secured Party (“Collecting Banks”), subject to irrevocable instructions in a form specified by Secured Party, to which Account Debtors shall directly remit all payments on Accounts and in which the Debtor will immediately deposit all cash payments for Inventory or other cash payments constituting proceeds of Collateral in the identical form in which such payment was made, whether by cash or check. In addition, upon the occurrence of an Event of Default, Secured Party may establish one or more depository accounts at each Collecting Bank or at a centrally located bank in the name of Secured Party or the Debtor as customer (collectively, the “Depository Account”). The Debtor shall cause each Collecting Bank, pursuant to an agreement in form and substance satisfactory to Secured Party, to cause all amounts held or deposited in the Blocked Accounts held by such Collecting Bank to be transferred to the Depository Account on a daily basis. Subject to the foregoing, the Debtor hereby agrees that all payments received by Secured Party, whether by cash, check, wire transfer or any other instrument, made to such Blocked Accounts or otherwise received by Secured Party and whether on the Accounts or as proceeds of other Collateral or otherwise will be the sole and exclusive property of Secured Party. The Debtor, and any of its Affiliates, employees, agents, Secured Party and other Persons acting for or in concert with the Debtor shall, acting as trustee for Secured Party, receive, as the sole and exclusive property of Secured Party, any moneys, checks, notes, drafts or other payments relating to and/or constituting proceeds of Accounts or other Collateral which come into the possession or under the control of the Debtor or an...
Bank Accounts; Collection of Accounts and Payments. (a) Each Grantor shall enter into a Control Agreement, in a form specified by the Designated Agent, with each financial institution with which such Grantor maintains from time to time any Deposit Account in accordance with Section 6(d). Each Control Agreement shall provide, among other things, that (i) all items of payment deposited in each Deposit Account subject thereto shall be held by the applicable financial institution as Agent or bailee-in-possession for the Agent, on behalf of itself and the Secured Parties, (ii) the financial institution executing such agreement has no rights of offset or recoupment of any other claim against any Deposit Account subject thereto, as the case may be, other than for payment of its services and other charges directly related to the administration of each such Deposit Account and for returned checks or other items of payment, and (iii) in accordance with this Section 6, the financial institution will transfer all amounts held or deposited from time to time in any such Deposit Account as the Agent may so direct. Each Grantor hereby grants to the Agent, for the benefit of the Secured Parties, a continuing Lien upon, and security interest in, all such Deposit Accounts and all funds at any time paid, deposited, credited or held in such Deposit Accounts (whether for collection, provisionally or otherwise) or otherwise in the possession of such financial institutions, and each such financial institution shall act as the Agent’s agent in connection therewith. Except as specifically permitted under Section 6(d), none of the Grantors shall establish any Deposit Account with any financial institution unless prior thereto the Agent and the applicable Grantor shall have entered into a Control Agreement with such financial institution.
Bank Accounts; Collection of Accounts and Payments. Upon the request by Agent, Agent and each Grantor shall enter into an Account Control Agreement with each financial institution at which such Grantor maintains any Deposit Account (other than payroll accounts or employee benefit accounts to the extent such accounts are used for these limited purposes), including, without limitation, the respective Deposit Accounts set forth on Schedule V hereto (each such Deposit Account, and any other Deposit Account which from time to time hereafter shall be subject to an Account Control Agreement is herein referred to as a “Designated Deposit Account”). Each Account Control Agreement shall provide, except as otherwise agreed upon by Agent in its Permitted Discretion, among other things, that (a) all items of payment deposited in each Designated Deposit Account subject thereto shall be held by the applicable financial institution (each financial institution party to an Account Control Agreement is herein referred to as a “Designated Depositary Account Bank”), as agent or bailee-in-possession for Agent, on behalf of the Lender Parties, (b) the Designated Depositary Account Bank executing such Account Control Agreement has no rights of offset or recoupment of any other claim against any Designated Deposit Account subject thereto, other than for customary payment of its services and other charges directly related to the administration of each such Designated Deposit Account and for returned checks or other returned items of payment, and (c) solely to the extent permitted by the immediately following sentence, the applicable Designated Depositary Account Bank will transfer all amounts held or deposited from time to time in any such Designated Deposit Account as Agent may so direct in a written notice of sole control. Agent agrees that it will not deliver a notice of sole control to a Designated Depositary Account Bank as contemplated by the pertinent Account Control Agreement until such time as an Event of Default has occurred and is continuing. Each Grantor hereby grants to Agent, for the benefit of the Lender Parties, a continuing lien upon, and security interest in, all Designated Deposit Accounts now or at any time hereafter established and/or maintained by such Grantor and all funds at any time paid, deposited, credited or held in such accounts (whether for collection, provisionally or otherwise) or otherwise in the possession of any Designated Depositary Account Bank for deposit into a Designated Deposit Account, and s...
Bank Accounts; Collection of Accounts and Payments. 7. AGENT’S APPOINTMENT AS ATTORNEY-IN-FACT
Bank Accounts; Collection of Accounts and Payments. Upon request by Holder, the Company shall enter into a bank agency and control agreement ("Bank Agency Agreement"), in a form specified by Holder, with each financial institution with which the Company maintains from time to time any Depository Accounts. Pursuant to the Bank Agency Agreements and pursuant hereto, the Company grants and shall grant to Holder, for the benefit of Holder, a continuing lien upon, and security interest in, all such accounts and all funds at any time paid, deposited, credited or held in such accounts (whether for collection, provisionally or otherwise) or otherwise in the possession of such financial institutions, and each such financial institution shall act as Holder's agent in connection therewith. Following a request by Holder as provided in the first sentence of this Section 9, the Company shall not establish any Depository Account with any financial institution unless prior thereto or concurrently therewith Holder and the Company shall have entered into a Bank Agency Agreement with such financial institution.
Bank Accounts; Collection of Accounts and Payments. Upon request by Administrative Agent, each Debtor agrees to enter into a deposit account control agreement (“Deposit Account Control Agreement”), in a form reasonably acceptable to Administrative Agent, with each financial institution with which such Debtor maintains from time to time any Deposit Account (other than Excluded Accounts). No Debtor shall establish any Deposit Account (other than Excluded Accounts) with any financial institution unless prior thereto Administrative Agent and such Debtor shall have entered into a Deposit Account Control Agreement with such financial institution, or unless Administrative Agent shall have waived such requirement. Each Deposit Account Control Agreement shall provide, among other things, that the financial institution maintaining the Deposit Account will waive certain rights of setoff and will, from and after receipt by such financial institution of written notice from Administrative Agent that an Event of Default has occurred and is continuing, transfer all amounts held by such financial institution on behalf of the applicable Debtor, as Administrative Agent may direct.
Bank Accounts; Collection of Accounts and Payments. (a) Each Grantor, and any of its Affiliates, employees, agents and other Persons acting for or in concert with any Grantor shall, acting as trustee for Agent and Secured Parties, receive, as the sole and exclusive property of Secured Parties, any moneys, checks, notes, drafts or other payments relating to and/or constituting proceeds of Accounts or other Collateral which come into the possession or under the control of such Grantor or any Affiliates, employees, agent, or other Persons acting for or in concert with any Grantor, and immediately upon receipt thereof, such Grantor or such Persons shall, only to the extent required by Section 2.9 of the Credit Agreement, deposit the same or cause the same to be deposited in kind, in a Deposit Account with any financial institution or other account with a financial institution subject to a Control Agreement entered into prior to such deposit by Agent and the applicable Grantor with such financial institution.
Bank Accounts; Collection of Accounts and Payments. On or prior to the Closing Date, the Agent and Borrower shall enter into a bank agency agreement ("Bank Agency Agreement") substantially in the form of Exhibit B hereto with each financial institution with which the Borrower maintains from time to time any deposit accounts (general or special) (a "Depository Account"), except for pettx xxxh accounts with an aggregate balance in all such accounts not exceeding $100,000 at any time. Pursuant to the Bank Agency Agreements and pursuant hereto, Borrower grants and shall grant to the Agent, for the benefit of the Lenders, a continuing lien upon, and security interest in, all such accounts and all funds at any time paid, deposited, credited or held in such accounts (whether for collection, provisionally or otherwise) or otherwise in the possession of such financial institutions, and each such financial institution shall act as the Agent's agent in connection therewith. Following the Closing Date, Borrower shall not establish any deposit account (except for the above-described pettx xxxh accounts) with any financial institution unless prior thereto the Agent and Borrower shall have entered into a Bank Agency Agreement with such financial institution and Borrower shall have notified Agent of the establishment of such account. The Bank Agency Agreement dated as of November 3, 1993 among Borrower, Agent and First Interstate Bank of Oregon, N.A. shall be deemed a Bank Agency Agreement hereunder.
Bank Accounts; Collection of Accounts and Payments. Upon request by Secured Party, the Debtor agrees to enter into a deposit account control agreement (“Deposit Account Control Agreement”), in a form specified by Secured Party, with each financial institution with which the Debtor maintains from time to time any Deposit Account. The Debtor shall not establish any such Deposit Account with any financial institution unless prior thereto Secured Party and the Debtor shall have entered into a Deposit Account and Control Agreement with such financial institution, or unless Secured Party shall have waived such requirement.
Bank Accounts; Collection of Accounts and Payments. (a) Upon request by Secured Party, each Debtor agrees to enter into a deposit account control agreement (“Deposit Account Control Agreement”), in a form reasonably acceptable to Secured Party, with each financial institution with which such Debtor maintains from time to time any Deposit Account, other than those accounts described in Section 8.15(b) of the Purchase Agreement. No Debtor shall establish any Deposit Account with any financial institution unless prior thereto Secured Party and such Debtor shall have entered into a Deposit Account Control Agreement with such financial institution, or unless Secured Party shall have waived such requirement. Each Deposit Account Control Agreement shall provide, among other things, that the financial institution maintaining the Deposit Account will waive certain rights of setoff and will, from and after receipt by such financial institution of written notice from Secured Party, transfer all amounts held by such financial institution on behalf of such Debtor, as Secured Party may direct. The parties hereto agree that such written notice from Secured Party may only be given if an Event of Default under the Purchase Agreement has occurred and is continuing.
