Cash Management and Intercompany Accounts After the Distribution Date Sample Clauses

Cash Management and Intercompany Accounts After the Distribution Date. The Company and New Xxxxxx shall establish and maintain a separate cash management system and accounting records with respect to the New Xxxxxx Businesses effective as of immediately prior to the Distribution Date; thereafter, (i) any payments by the Company or a Remaining Subsidiary to or on behalf of New Xxxxxx or a New Xxxxxx Subsidiary or otherwise, in connection with the New Xxxxxx Businesses or the New Xxxxxx Employees (including, without limitation, any such payments in respect of New Xxxxxx Liabilities) shall be recorded in the accounts of New Xxxxxx as a payable to the Company from New Xxxxxx; any payments by New Xxxxxx or a New Xxxxxx Subsidiary to or on behalf of the Company or a Remaining Subsidiary or otherwise, in connection with the Safety Business or in connection with Safety Employees (including, without limitation, any such payments in respect of Safety Liabilities) shall be recorded in the accounts of the Company as a payable to New Xxxxxx from the Company; (ii) other than xxxxx checking and cash accounts with respect to the Safety Business not maintained, in the ordinary course of business, on the central Company cash management system, and the accounts listed on Schedule 1.01(a), which xxxxx cash, checking and other accounts (but not the balances therein, except as provided by Section 2.01(c) and the definition of Safety Assets) the Company shall retain, New Xxxxxx shall be entitled to all domestic and international cash bank balances and short-term investments as of the Distribution Date per the books of the Company (other than cash which constitutes a Safety Asset) including, without limitation, such cash balances (other than cash which constitutes a Safety Asset) representing deposited checks or drafts for which only a provisional credit has been allowed, in the depository accounts of the Company or any of its subsidiaries; any such cash balances as of the Distribution Date which have not been transferred to New Xxxxxx shall be recorded as a payable to New Xxxxxx from Safety in the accounts of Safety; (iii) New Xxxxxx and the Company shall make adjustments for late deposits, checks returned for not sufficient funds and other post-Distribution Date transactions as shall be reasonable under the circumstances consistent with the purpose and intent of this Agreement; and (iv) the net balance due to the Company or New Xxxxxx, as the case may be, in respect of the aggregate amounts of clauses (i), (ii) and (iii) shall be paid by New Xxxxx...
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Cash Management and Intercompany Accounts After the Distribution Date. Ethyl and Tredegar shall establish and maintain a separate cash management system with respect to the Tredegar Businesses effective immediately after the Distribution Date. Thereafter, (i) any payments by Ethyl or an Ethyl Subsidiary on behalf of Tredegar or a Tredegar Subsidiary or otherwise, in connection with the Tredegar Businesses or the Tredegar Employees (including, without limitation, any such payments in respect of Liabilities or other obligations of Tredegar or a Tredegar Subsidiary under the Profits Agreement) shall be recorded in the accounts of Ethyl as a receivable from Tredegar to Ethyl; and any payments by Tredegar or a Tredegar Subsidiary on behalf of Ethyl or an Ethyl Subsidiary or otherwise, in connection with businesses other than Tredegar Businesses or in connection with employees other than Tredegar Employees (including, without limitation any such payments in respect to Liabilities or other obligations of Ethyl or an Ethyl Subsidiary under the Benefits Agreement) shall be recorded in the accounts of Tredegar as a receivable from Ethyl to Tredegar. After the Distribution Date, checks payable to Tredegar or a Tredegar Subsidiary, but received by Ethyl or an Ethyl Subsidiary, will be forwarded promptly to Tredegar. Checks payable to Ethyl or an Ethyl Subsidiary, but received by Tredegar or a Tredegar Subsidiary, will be forwarded promptly to Ethyl. The proceeds of checks payable to, and received by, Ethyl or an Ethyl Subsidiary but for the benefit of a Tredegar Business, shall be remitted promptly to Tredegar. The proceeds of checks payable to, and received by, Tredegar or a Tredegar Subsidiary, but for the benefit of an Ethyl Business, shall be remitted promptly to Ethyl.
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Related to Cash Management and Intercompany Accounts After the Distribution Date

  • Cash Management Account Borrower hereby represents and warrants to Lender that:

  • Intercompany Accounts 39 SECTION 3.31

  • Deposit Account Payments Subsection (b) is amended to read as follows:

  • Investment of Amounts in Special Payments Account Any amounts on deposit in the Special Payments Account prior to the distribution thereof pursuant to Section 2.4(b) or (c) shall be invested in accordance with Section 2.2(b). Investment Earnings on such investments shall be distributed in accordance with Section 2.4(b) or (c), as the case may be.

  • Investment of Funds in the Collection Account and the Distribution Account (a) The Master Servicer may direct any depository institution maintaining the Collection Account (for purposes of this Section 3.12, an "Investment Account"), and the Trustee, in its individual capacity, may direct any depository institution maintaining the Distribution Account (for purposes of this Section 3.12, also an "Investment Account"), to invest the funds in such Investment Account in one or more Permitted Investments bearing interest or sold at a discount, and maturing, unless payable on demand, (i) no later than the Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee is the obligor thereon, and (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee is the obligor thereon. All such Permitted Investments shall be held to maturity, unless payable on demand. Any investment of funds in an Investment Account shall be made in the name of the Trustee (in its capacity as such) or in the name of a nominee of the Trustee. The Trustee shall be entitled to sole possession (except with respect to investment direction of funds held in the Collection Account and any income and gain realized thereon) over each such investment, and any certificate or other instrument evidencing any such investment shall be delivered directly to the Trustee or its agent, together with any document of transfer necessary to transfer title to such investment to the Trustee or its nominee. In the event amounts on deposit in an Investment Account are at any time invested in a Permitted Investment payable on demand, the Trustee shall:

  • Settlement of Intercompany Accounts Each Intercompany Account outstanding immediately prior to the Effective Time, will be satisfied and/or settled in full in cash or otherwise cancelled and terminated or extinguished by the relevant members of the Ensign Group and the Pennant Group prior to the Effective Time, in each case, in the manner agreed to by the Parties.

  • Collections on Accounts The Agent hereby authorizes the Grantor to collect the Accounts and the Agent may curtail or terminate said authority at any time upon the occurrence and during the continuance of an Event of Default. If required by the Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Accounts, when collected by the Grantor, shall be forthwith (and, in any event, within two Business Days) deposited by the Grantor in the exact form received, duly endorsed by the Grantor to the Agent if required, in a special collateral account maintained by the Agent, subject to withdrawal by the Agent for the account of the Lenders only, as hereinafter provided, and, until so turned over, shall be held by the Grantor in trust for the Agent and the Lenders, segregated from other funds of the Grantor. Each deposit of any such Proceeds shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. All Proceeds constituting collections of Accounts while held by the Agent (or by the Grantor in trust for the Agent and the Lenders) shall continue to be collateral security for all the Guarantee Obligations and shall not constitute payment thereof until applied as hereinafter provided. At such intervals as may be agreed upon by the Grantor and the Agent, or, if an Event of Default shall have occurred and be continuing, at any time at the Agent's election, the Agent shall apply all or any part of the funds on deposit in said special collateral account on account of the Guarantee Obligations in such order as the Agent may elect, and any part of such funds which the Agent elects not so to apply and deems not required as collateral security for the obligations shall be paid over from time to time by the Agent to the Grantor or to whomsoever may lawfully be entitled to receive the same. Upon the occurrence of an Event of Default that is continuing, at the Agent's request, the Grantor shall deliver to the Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Accounts, including, without limitation, all original orders, invoices and shipping receipts.

  • RECONCILIATION OF RESERVE ACCOUNT Beginning Reserve Account Balance Reserve Account Deposits Made Reserve Account Draw Amount Ending Reserve Account Balance Change in Reserve Account Balance Specified Reserve Balance

  • Set Up Accounts (a) Bank shall establish and maintain the following accounts ("Accounts"):

  • Payments Received Under the Cash Management Agreement Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, and provided no Event of Default has occurred and is continuing, Borrower’s obligations with respect to the payment of the Monthly Debt Service Payment Amount and amounts required to be deposited into the Reserve Funds, if any, shall be deemed satisfied to the extent sufficient amounts are deposited in the Cash Management Account to satisfy such obligations pursuant to this Agreement on the dates each such payment is required, regardless of whether any of such amounts are so applied by Lender.

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