Common use of Delivery and Control Clause in Contracts

Delivery and Control. (i) With respect to any Investment Related Property consisting of Securities Accounts or Securities Entitlements, each Grantor shall cause the securities intermediary maintaining such Securities Account or Securities Entitlement to enter into a securities account control agreement pursuant to which it shall agree to comply with the Collateral Agent’s “entitlement orders” without further consent by any Grantor. With respect to any Investment Related Property that is a “Deposit Account,” each Grantor shall cause the depository institution maintaining such account to enter into a deposit account control agreement, pursuant to which the Collateral Agent shall have both sole dominion and control over such Deposit Account (within the meaning of the common law) and “control” (within the meaning of Section 9-104 of the New York UCC) over such Deposit Account. Each Grantor shall have entered into such control agreement or agreements with respect to: (i) any Securities Accounts, Securities Entitlements or Deposit Accounts that exist on the Closing Date, as of or prior to the Closing Date and (ii) any Securities Accounts, Securities Entitlements or Deposit Accounts that are created or acquired after the Closing Date, as of or prior to the deposit or transfer of any Securities Entitlements or funds, whether constituting moneys or investments, into such Securities Accounts or Deposit Accounts.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Independence Contract Drilling, Inc.), Guarantee and Collateral Agreement (Independence Contract Drilling, Inc.)

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Delivery and Control. (i) With respect to any Investment Related Property consisting of Securities Accounts or Securities Entitlements, each Grantor it shall cause the securities intermediary maintaining such Securities Account or Securities Entitlement to enter into a securities account control agreement pursuant to which it shall agree to comply with the Collateral Agent’s “entitlement orders” without further consent by any such Grantor. With respect to any Investment Related Property that is a “Deposit Account,” each Grantor it shall cause the depository depositary institution maintaining such account to enter into a deposit account control agreement, pursuant to which the Collateral Agent shall have both sole dominion and control over such Deposit Account (within the meaning of the common law) and “control” (within the meaning of Section 9-104 of the New York UCC) over such Deposit Account. Each Grantor shall have entered into such control agreement or agreements with respect to: (i) any Securities Accounts, Securities Entitlements or Deposit Accounts that exist on the Closing Date, as of or prior to the Closing Date and (ii) any Securities Accounts, Securities Entitlements or Deposit Accounts that are created or acquired after the Closing Date, as of or prior to the deposit or transfer of any such Securities Entitlements or funds, whether constituting moneys or investments, into such Securities Accounts or Deposit Accounts.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Joe's Jeans Inc.), Guarantee and Collateral Agreement (Joe's Jeans Inc.)

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Delivery and Control. (i) With respect to any Investment Related Property consisting of Securities Accounts or Securities Entitlements, each Grantor it shall cause the securities intermediary maintaining such Securities Account or Securities Entitlement to enter into a securities account control agreement Securities Account Control Agreement pursuant to which it shall agree to comply with the Collateral Agent’s “'s "entitlement orders" without further consent by any such Grantor. With respect to any Investment Related Property that is a "Deposit Account,” each Grantor " it shall cause the depository depositary institution maintaining such account to enter into a deposit account control agreementDeposit Account Control Agreement, pursuant to which the Collateral Agent shall have both sole dominion and control over such Deposit Account (within the meaning of the common law) and "control" (within the meaning of Section 9-104 of the New York UCC) over such Deposit Account. Each Grantor shall have entered into such control agreement or agreements with respect to: (i) any Securities Accounts, Securities Entitlements or Deposit Accounts that exist on the Closing Date, as of or prior to the Closing Date and (ii) any Securities Accounts, Securities Entitlements or Deposit Accounts that are created or acquired after the Closing Date, as of or prior to the deposit or transfer of any such Securities Entitlements or funds, whether constituting moneys or investments, into such Securities Accounts or Deposit Accounts.

Appears in 1 contract

Samples: Pledge and Security Agreement (Autocam Corp/Mi)

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