Clearing Bank. The term ‘‘clearing bank’’ means an uninsured State member bank, or a corporation organized under section 25A of the Federal Reserve Act, which oper- ates, or operates as, a multilateral clearing or- ganization pursuant to section 409 1 of the Fed- eral Deposit Insurance Corporation Improve- ment Act of 1991. (Added Pub. L. 106–554, § 1(a)(5) [title I, § 112(c)(5)(B)], Dec. 21, 2000, 114 Stat. 2763, 2763A–394.) References in Text Section 3 of the Federal Deposit Insurance Act, re- ferred to in par. (2), is classified to section 1813 of Title 12, Banks and Banking.
Clearing Bank. The term ‘‘clearing bank’’ means an uninsured State member bank, or a corporation organized under section 25A of the Federal Reserve Act, which oper- ates, or operates as, a multilateral clearing or- ganization pursuant to section 409 1 of the Fed- eral Deposit Insurance Corporation Improve- ment Act of 1991. (Added Pub. L. 106–554, § 1(a)(5) [title I, § 112(c)(5)(B)], Dec. 21, 2000, 114 Stat. 2763, 2763A–394.) REFERENCES IN TEXT Section 3 of the Federal Deposit Insurance Act, re- ferred to in par. (2), is classified to section 1813 of Title 12, Banks and Banking.
Clearing Bank the bank selected by Borrower and approved by Lender in its sole discretion at which the Clearing Account is established. Code: the Internal Revenue Code of 1986, as amended and as it may be further amended from time to time, any successor statutes thereto, and applicable U.S. Department of Treasury regulations issued pursuant thereto in temporary or final form.
Clearing Bank. Manufacturers and Traders Trust Company, New York banking corporation, or such other bank selected by Borrower and approved by Lender in its sole discretion. Code: the Internal Revenue Code of 1986, as amended and as it may be further amended from time to time, any successor statutes thereto, and applicable U.S. Department of Treasury regulations issued pursuant thereto in temporary or final form. Comfort Letter: individually and collectively, each of the seven (7) comfort letters, each dated on or about the date hereof, among Lender, the applicable Franchisor and the applicable Operating Lessee, as the same may be amended, restated, replaced, supplemented or otherwise modified from time to time.
Clearing Bank. (a) WU acknowledges and agrees that Clearing Bank has no obligation or liability to WU in connection with this Agreement, the Services, the Checks or IPS’ acts or omissions hereunder. WU agrees to make no claim against Clearing Bank arising out of or related to this Agreement.
Clearing Bank. The Chase Manhattan Bank, and any successor clearing bank under the ACH Procedure Manual. Clearing Bank Account - the account maintained by Borrower at the Clearing Bank in which, pursuant to the ACH Procedure Manual, all funds due and payable to Borrower are credited. Closing Date - the date on which all of the conditions precedent in Section 10 of the Agreement are satisfied and the initial Loan is made under the Agreement. Code - the Uniform Commercial Code as adopted and in force in the State of North Carolina, as from time to time in effect. Collateral - all of the Property and interests in Property of Borrower described in Section 6 of the Agreement, and all other Property and interests in Property of Borrower or any other Person that now or hereafter secure the payment and performance of any of the Obligations. Consolidated - the consolidation in accordance with GAAP of the accounts or other items as to which such term applies. Consolidated Adjusted Net Earnings From Operations - with respect to any Person for any fiscal period, means the net earnings (or loss) after provision for income taxes for such fiscal period of such Person as reflected on the financial statements of such Person supplied to Lender pursuant to Section 9.1.3 of the Agreement, but excluding:
Clearing Bank. The Clearing Bank is the bank retained to receive transfers from HB Accounts by Participating Racetracks initiated by me and send cash to banks for credit to HB Accounts and my Bank Accounts pursuant to instructions provided by me through the IFS-FT module.
Clearing Bank. At Closing, Borrower shall establish an account (the “Clearing Account”) at a bank acceptable to Lender in its reasonable discretion (the “Clearing Bank”). In addition, Borrower shall deliver to each Tenant at the Property a Tenant Direction Letter instructing each such Tenant to deliver all Rents due under their respective Leases directly to the Clearing Account. Borrower covenants and agrees to execute and deliver to Lender a Tenant Direction Letter for each new tenant at the Property within thirty (30) days after the execution of each new Lease for premises at the Property. Lender, Borrower and Clearing Bank shall execute an agreement in form and substance acceptable to Lender in its reasonable discretion (the “Clearing Bank Agreement”) whereby Clearing Bank agrees, among other things, that upon its receipt from Lender of a notice that a Cash Management Trigger has occurred, all funds on deposit in the Clearing Account shall be swept on a daily basis to the Cash Management Account. Prior to the occurrence of a Cash Management Trigger, the Clearing Account shall be under Borrower’s sole dominion and control, provided, however, Lender shall have a first priority security interest in the Clearing Account and all deposits at any time contained therein and the proceeds thereof and will take all actions necessary to maintain in favor of Lender a perfected first priority security interest in the Clearing Account, including, without limitation, executing and filing UCC-1 Financing Statements and continuations thereof. Borrower shall be responsible for all fees, including fees charged by Clearing Bank, in connection with the Clearing Account.
Clearing Bank and Borrower each acknowledges and agrees that the Clearing Account is subject to the sole dominion, control and discretion of Lender and Designee and Borrower shall not have any right to close such account or right of withdrawal with respect to such account. Clearing Bank subordinates, in favor of Lender, any right to offset any claim against Borrower which it might have against the Clearing Account; provided, however, that Clearing Bank retains the right to (a) charge the Clearing Account for any of Clearing Bank’s charges, fees and expenses related to the Clearing Account for which Borrower is responsible and (b) for return deposit items and for adjustments and corrections in respect of transactions in the Clearing Account, including, without limitation, returned checks and other deposits with respect to which the Clearing Bank fails to receive final payment or settlement. If there are insufficient collected funds in the Clearing Account to cover the amount of any returned check or other adjustment or correction to be debited thereto, Borrower shall repay the Clearing Bank the amount of such debit immediately upon demand. This paragraph shall survive termination of this agreement.
Clearing Bank. LaSalle Bank National Association, or such other Eligible Institution selected by Borrower and reasonably acceptable to Lender. Code: the Internal Revenue Code of 1986, as amended and as it may be further amended from time to time, any successor statutes thereto, and applicable U.S. Department of Treasury regulations issued pursuant thereto in temporary or final form. Control: with respect to any Person, either (i) ownership directly or indirectly, individually or through immediate family members or estate planning trusts controlled by such Person, of 51% or more of all equity interests in such Person or (ii) the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, through the ownership of voting securities, by contract or otherwise. Conversion Date: shall have the meaning ascribed to such term in Section 2.8.2.
