Cash Collateral Accounts. Maintain, and cause each of the other Loan Parties to maintain, all Cash Collateral Accounts with Bank of America or another commercial bank located in the United States, which has accepted the assignment of such accounts to the Administrative Agent for the benefit of the Secured Parties pursuant to the terms of the Security Agreement.
Cash Collateral Accounts. Each deposit under Section 2.12(a) and 2.12(b) shall be held by the Administrative Agent (subject to Section 7.09) as collateral for the payment and performance of the obligations of the Borrower under this Agreement. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. If required by the Administrative Agent, the Borrower shall enter into any pledge or security agreement and UCC financing statement with respect to such cash collateral in favor of the Administrative Agent as the Administrative Agent shall require. Such deposits shall be invested in Permitted Investments selected by the Administrative Agent in its sole discretion. All losses and expenses incurred as a result of such activities shall be for the account of the Borrower. Interest or profits, if any, on such investments shall accumulate in such accounts. Moneys in such accounts may be applied by the Administrative Agent (at its sole discretion) (i) to reimburse each Issuing Lender for LC Disbursements for which it has not been reimbursed; and (ii) to the extent not so applied, may be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or any other Obligations or to cover any losses in respect of any Excess. If the Borrower is required to provide an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, and all Defaults are subsequently cured or waived and no Excess is then in existence, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after request therefor by the Borrower. If the Borrower is required to provide an amount of cash collateral hereunder as a result of any Excess, and the Administrative Agent shall subsequently determine that the amount of such Excess is equal to or less than the amount on deposit in respect of the existence of such Excess, provided there is no Default then in existence, such excess amount of cash, if greater than $1,000,000 (to the extent not applied as aforesaid), shall be returned to the Borrower within three Business Days after request therefor by the Borrower.
Cash Collateral Accounts. (a) If and when required for purposes hereof, the Collateral Agent will establish with respect to each Lien Grantor an account (its "CASH COLLATERAL ACCOUNT"), in the name and under the exclusive control of the Collateral Agent, subject to Section 6(d).
Cash Collateral Accounts. The Collateral Agent may establish one or more Cash Collateral Accounts with such depositaries and Securities Intermediaries as it in its sole discretion shall determine. Each Grantor agrees that each such Cash Collateral Account shall be under the control of the Collateral Agent and that the Collateral Agent shall be the Entitlement Holder with respect to each such Cash Collateral Account that is a Securities Account and the only Person authorized to give Entitlement Orders with respect to each such Securities Account. Without limiting the foregoing, funds on deposit in any Cash Collateral Account may be invested in Permitted Cash Equivalents at the direction of the Collateral Agent and, except during the continuance of an Event of Default (unless otherwise agreed to by the Administrative Agent in its sole discretion), the Collateral Agent agrees with each Grantor to issue Entitlement Orders for such investments in Permitted Cash Equivalents as requested by the Borrower; provided, however, that the Collateral Agent shall not have any responsibility for, or bear any risk of loss of, any such requested investment or income thereon and the Collateral Agent shall have no obligation to make or cause to be made any such investment absent a request by the Borrower for a specific investment in Permitted Cash Equivalents. Neither any Warnaco Entity nor any other Person claiming on behalf of or through any Warnaco Entity shall have any right to demand payment of any funds held in any Cash Collateral Account at any time prior to Discharge of Lender Claims, except (i) as provided in Section 2.9(f) of the Credit Agreement and (ii) that the Borrower may request that the Collateral Agent apply funds in any Cash Collateral Account directly to the immediate payment of the Loans and if paid in full then to the cash collateralization of Letter of Credit Obligations (and not to be delivered to any Warnaco Entity). The Collateral Agent shall apply all funds on deposit in a Cash Collateral Account as provided in Section 2.9(f) of the Credit Agreement.
Cash Collateral Accounts. The Administrative Agent has established a Deposit Account at Citibank, N.A., designated as “Citicorp North America, Inc. – AMC Entertainment Inc. Cash Collateral Account”. Such Deposit Account shall be a Cash Collateral Account.
Cash Collateral Accounts. (a) The Partnership hereby establishes in the name of Account Bank, for the benefit of Trustee, as secured party, a segregated cash collateral account (the "OPERATING ACCOUNT") with Account Bank. The Partnership has delivered irrevocable written instructions in the form attached hereto as EXHIBIT B to the banks listed on Schedule I hereto, which hold the operating accounts for the Premises (the "PROPERTY ACCOUNTS"), pursuant to which such banks have been instructed to deposit on a daily basis by transfer to the Operating Account, upon receipt, all operating revenue from the Premises, and other amounts received in the Property Accounts, except for daily maximum amounts the Property Accounts are to retain as shown on Schedule 1. The Partnership hereby represents, warrants and covenants that (w) all property managers of the Premises have been instructed pursuant to letters of instruction delivered to Trustee at the Closing to deposit directly, on a daily basis, all checks and all funds and revenues received with respect to the Premises ("REAL PROPERTY REVENUES"), including, without limitation, with respect to rental due under the Leases, to the respective Property Account, (x) all Real Property Revenues will be deposited into the Property Account, (y) there are no other accounts maintained by the Partnership or any other Person with respect to the collection of Real Property Revenues and (z) so long as any Notes shall be Outstanding and the Permitted Merger shall not have occurred, neither it nor any other Person shall open any other such accounts. In addition, the Partnership hereby establishes in the name of Account Bank, for the benefit of Trustee, as secured party, a segregated cash collateral account (the "INTEREST ESCROW ACCOUNT") with Account Bank. The Partnership hereby establishes in the name of Account Bank, for the benefit of Trustee, as secured party, a segregated cash collateral account (the "MORTGAGE ESCROW ACCOUNT") with Account Bank. The Partnership hereby establishes in the name of Account Bank, for the benefit of Trustee, as secured party, a segregated cash collateral account (the "REPLACEMENT RESERVE ACCOUNT") with Account Bank. The Partnership hereby establishes in the name of Account Bank, for the benefit of Trustee, as secured party, a segregated cash collateral account (the "DEFERRED MAINTENANCE ACCOUNT") with Account Bank. The Partnership hereby establishes in the name of Account Bank, for the benefit of Trustee, as secured party, a se...
Cash Collateral Accounts. 19 SECTION 7.
Cash Collateral Accounts. On or prior to the Closing Date, there shall be established with the Administrative Agent a collateral account in the name of the Administrative Agent (the "Cash Collateral Account"), into which the appropriate Credit Parties shall from time to time deposit amounts pursuant to the express provisions of this Credit Agreement requiring or permitting such deposits. Except to the extent otherwise provided in this Article 11, the Cash Collateral Account shall be under the sole dominion and control of the Administrative Agent.
Cash Collateral Accounts. Maintain, and cause each of the other Loan Parties to maintain, all deposit accounts (including, without limitation, Cash Collateral Accounts) and securities accounts with Bank of America, any Lender or any Affiliate of such Lender, or another commercial bank located in the United States, which has accepted the assignment of such accounts to the Administrative Agent for the benefit of the Secured Parties pursuant to the terms of the Security Agreement, and shall, from and after the date that is sixty (60) days after the Closing Date (or such later date as the Administrative Agent may agree in its reasonable discretion), enter into deposit account control agreements, securities account control agreements and such other agreements, documents and instruments as may be necessary, in the Administrative Agent’s reasonable determination, to grant to the Administrative Agent, for the benefit of the Secured Parties, a perfected, first-priority Lien and “control” (as defined in the UCC) on such deposit accounts and securities accounts, unless otherwise consented to in writing by the Administrative Agent in its sole discretion, provided that the Borrower shall not be required to deliver deposit account control agreements with respect to any deposit account (a) as to which no less frequently than once per calendar week all amounts in such deposit account in excess of $40,000 per deposit account or $350,000 in the aggregate as to all such accounts not subject to a deposit account control agreement are transferred to a deposit account over which the Administrative Agent has a perfected, first priority Lien and “control” over such account as provided herein and (b) specially and exclusively used in the ordinary course of business for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of any Loan Party’s salaried employees or fiduciary accounts, each of which are funded in the ordinary course of business.
Cash Collateral Accounts. The Administrative Agent may establish one or more Cash Collateral Accounts with such depositaries and securities intermediaries as it in its sole discretion shall determine. The Borrower agrees that each such Cash Collateral Account shall meet the requirements set forth in the definition of “Cash Collateral Account”. Without limiting the foregoing, funds on deposit in any Cash Collateral Account may be invested (but the Administrative Agent shall be under no obligation to make any such investment) in Cash Equivalents at the direction of the Administrative Agent and, except during the continuance of an Event of Default, the Administrative Agent agrees with the Borrower to issue Entitlement Orders for such investments in Cash Equivalents as requested by the Borrower; provided, however, that the Administrative Agent shall not have any responsibility for, or bear any risk of loss of, any such investment or income thereon. None of the Borrower, any of its Subsidiaries or any other Loan Party or Person claiming on behalf of or through the Borrower, any Subsidiary of the Borrower or any other Loan Party shall have any right to demand payment of any funds held in any Cash Collateral Account at any time prior to the termination of all outstanding Letters of Credit and the payment in full of all then outstanding and payable monetary Obligations.
