Common use of Cash Collateral Accounts Clause in Contracts

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.