Asset Sale Proceeds Account Sample Clauses

Asset Sale Proceeds Account. (a) [RESERVED]
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Asset Sale Proceeds Account. In the event that the provisions of Section 4.10 of the Indenture require the establishment of one or more Asset Sale Proceeds Accounts, then the Trustee shall, at the expense of the Company, promptly establish such Assets Proceeds Sale Account as follows: such Asset Sale Proceeds Account shall be a securities account (as such term is defined in 8-501 of the UCC), shall be established with a Qualified Securities Intermediary, and the Trustee shall be the entitlement holder (as such term is defined in Section 8-102 of the UCC) with respect to the financial assets (as such term is defined in Section 8-102 of the UCC) credited to such Asset Sale Proceeds Account. In addition, upon the establishment of such Asset Sale Proceeds Account, (a) the Company and (if applicable) each relevant Obligor and Obligor Equity Owner shall execute and deliver to the Trustee (i) an amendment to this Agreement in form and substance satisfactory to the Trustee pursuant to which the Company and (if applicable) any relevant Obligor and Obligor Equity Owner grant first priority security interests to the Trustee in the Asset Sale Proceeds Account and all proceeds and products thereof; and (ii) documents necessary and appropriate to perfect the Trustee’s first priority security interest in the Assets Sales Proceeds Account and all proceeds and products thereof; (b) the Company shall deliver or cause to be delivered to the Trustee an Opinion of Counsel acceptable in form and substance to the Trustee and stating that (i) such amendment to this Agreement constitutes a valid, binding and enforceable obligation of the Company, and, if applicable, any relevant Obligor or Obligor Equity Owner; and (ii) upon the action of the Qualified Securities Intermediary in identifying the Trustee as the entitlement holder (as such term is defined in Section 8-102 of the UCC) with respect to all of the financial assets (as such term is defined in Section 8-102 of the UCC) credited to such Asset Sale Proceeds Account, the security interests of the Trustee in such Asset Sale Proceeds Account will be perfected through control (as such term is defined in Section 8-106 of the UCC). Prior to the occurrence of an Event of Default, the Company shall have the right to direct the Trustee to invest amounts credited to the Asset Sale Proceeds Account in Temporary Cash Investments as selected by the Company, provided that if the Company gives no such instructions or if an Event of Default occurs and is continuing, th...
Asset Sale Proceeds Account 

Related to Asset Sale Proceeds Account

  • Sale Proceeds The proceeds of sale of any new Series of Notes shall be wired to the Collection and Funding Account, and the Indenture Trustee shall disburse such sale proceeds at the direction of the Administrator on behalf of the Issuer, except to the extent such funds are needed to satisfy the Collateral Test. The Administrator on behalf of the Issuer may direct the Issuer to apply such proceeds to reduce pro rata based on Invested Amounts, the VFN Principal Balance of any Classes of Variable Funding Notes, or to redeem any Series of Notes in accordance with Section 13.1. In the absence of any such direction, the proceeds of such sale shall be distributed to the Depositor or at the Depositor’s direction on the Issuance Date for the newly issued Notes. The Administrator shall deliver to the Indenture Trustee a report demonstrating that the release of sale proceeds pursuant to the Issuer’s direction will not cause a failure of the Collateral Test, as a precondition to the Indenture Trustee releasing such proceeds.

  • Distribution of Collateral Proceeds In the event that, following the occurrence and during the continuance of any Event of Default, any monies are received in connection with the enforcement of any of the Loan Documents, or otherwise with respect to the realization upon any of the Collateral or other assets of the Borrower or the Guarantors, such monies shall be distributed for application as follows:

  • Collection Account (a) On behalf of the Trustee, the Servicer shall establish and maintain, or cause to be established and maintained, one or more Eligible Accounts (such account or accounts, the "Collection Account"), held in trust for the benefit of the Trustee. On behalf of the Trustee, the Servicer shall deposit or cause to be deposited in the clearing account (which account must be an Eligible Account) in which it customarily deposits payments and collections on mortgage loans in connection with its mortgage loan servicing activities on a daily basis, and in no event more than one Business Day after the Servicer's receipt thereof, and shall thereafter deposit in the Collection Account, in no event more than two Business Days after the deposit of such funds into the clearing account, as and when received or as otherwise required hereunder, the following payments and collections received or made by it subsequent to the Cut-off Date (other than in respect of principal or interest on the related Mortgage Loans due on or before the Cut-off Date), or payments (other than Principal Prepayments) received by it on or prior to the Cut-off Date but allocable to a Due Period subsequent thereto:

  • Establishment of Collateral Account The Securities Intermediary hereby confirms that:

  • Permitted Withdrawals from the Collection Accounts and Certificate Account (a) Each Servicer may from time to time make withdrawals from the related Collection Account for the following purposes:

  • Permitted Withdrawals from the Collection Account The Servicer may, from time to time, withdraw funds from the Collection Account for the following purposes:

  • Collateral Account (a) Secured Party is hereby authorized to establish and maintain as a blocked account under the sole dominion and control of Secured Party, a restricted Deposit Account designated as “Quidel Corporation Collateral Account”. All amounts at any time held in the Collateral Account shall be beneficially owned by Grantors but shall be held in the name of Secured Party hereunder, for the benefit of Beneficiaries, as collateral security for the Secured Obligations upon the terms and conditions set forth herein. Grantors shall have no right to withdraw, transfer or, except as expressly set forth herein or in the Credit Agreement, otherwise receive any funds deposited into the Collateral Account. Anything contained herein to the contrary notwithstanding, the Collateral Account shall be subject to such applicable laws, and such applicable regulations of the Board of Governors of the Federal Reserve System and of any other appropriate banking or Government Authority, as may now or hereafter be in effect. All deposits of funds in the Collateral Account shall be made by wire transfer (or, if applicable, by intra-bank transfer from another account of a Grantor) of immediately available funds, in each case addressed in accordance with instructions of Secured Party. Each Grantor shall, promptly after initiating a transfer of funds to the Collateral Account, give notice to Secured Party by telefacsimile or E-mail (if and when confirmed by telephone) of the date, amount and method of delivery of such deposit. Cash held by Secured Party in the Collateral Account shall not be invested by Secured Party but instead shall be maintained as a cash deposit in the Collateral Account pending application thereof as elsewhere provided in this Agreement or in the Credit Agreement. To the extent permitted under Regulation Q of the Board of Governors of the Federal Reserve System, any cash held in the Collateral Account shall bear interest at the standard rate paid by Secured Party to its customers for deposits of like amounts and terms. Subject to Secured Party’s rights hereunder, any interest earned on deposits of cash in the Collateral Account shall be deposited directly in, and held in, the Collateral Account.

  • Permitted Withdrawals From Custodial Account The Servicer shall, from time to time, withdraw funds from the Custodial Account for the following purposes:

  • Trust Account Proceeds Prior to the liquidation of the Trust Account in the event the Company has not completed a Business Combination as required by its Charter Documents (the “Termination Date”), interest income on the funds held in the Trust Account may be released to the Company from the Trust Account in accordance with the terms of the Trust Agreement to pay any taxes incurred by the Company, all as more fully described in the Prospectus.

  • Collateral Accounts Evidence that the Collateral Accounts have been established;

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