Deposit and Investment Accounts. Borrower maintains only the operating, savings, deposit, securities and investment accounts listed on Exhibit B.
Deposit and Investment Accounts. None of You will maintain, nor permit any of Your Subsidiaries to maintain, any Deposit Accounts or accounts holding Investment Property owned by any of You (or such Subsidiaries) except (i) accounts identified in the Certificate of Perfection attached as Exhibit C with respect to which Collateral Agent has a perfected security interest, (ii) accounts located outside of the United States provided that the funds in such accounts shall not exceed $2,500,000 in the aggregate as any time, (iii) accounts used exclusively used, healthcare benefit claims and other benefit payments to or for the benefit of any of Your employees established and used in the ordinary course of business, (the accounts in the foregoing clauses (ii) and (iii) collectively, the “Excluded Accounts”) and (v) other accounts with respect to which Collateral Agent has a perfected security interest (subject to Permitted Liens). You will give Us prior written notice of the creation of any Deposit Accounts or accounts holding Investment Property. · Transactions with Affiliates. None of You will directly or indirectly enter into or permit to exist any material transaction with any of Your Affiliates except for (i) transactions that are in the ordinary course of Your business, upon fair and reasonable terms that are no less favorable to You than would be obtained in an arm’s length transaction with a non-affiliated Person, (ii) equity financings with Your existing investors that are not prohibited under this Agreement, (iii) unsecured bridge financings with Your existing investors that are not prohibited under this Agreement and that constitute Subordinated Indebtedness and are evidenced by a subordination agreement on terms acceptable to Us in Our sole discretion and (iv) transactions among You or Your Subsidiaries that are not otherwise prohibited by this Agreement. None of You will directly or indirectly make any payment or distribution on account of any intercompany liabilities or indebtedness other than the type described in item (h) of the definition of Permitted Indebtedness. · Indebtedness. You will not prepay, redeem or otherwise satisfy in any manner prior to the scheduled repayment thereof any Indebtedness for borrowed money (other than the Advances and Indebtedness under the Working Capital Loan Facility), and You shall not make or permit any payment on any Subordinated Indebtedness, except under the terms of the subordination, intercreditor, or other similar agreement to which such Su...
Deposit and Investment Accounts. None of You will maintain, nor permit any of Your Subsidiaries to maintain, any Deposit Accounts or accounts holding Investment Property owned by any of You (or such Subsidiaries) except (i) accounts identified in the Certificate of Perfection with respect to which We have a perfected security interest, and (ii) other accounts with respect to which We have a perfected security interest. You will give Us prior written notice of the creation of any Deposit Accounts or accounts holding Investment Property in the United States. Notwithstanding the foregoing, Foreign Subsidiaries may maintain Deposit Accounts or accounts holding Investment Property (collectively “Excluded Accounts”) in which We do not have a perfected security interest, provided the balances in all Excluded Accounts shall not in the aggregate exceed Five hundred Thousand Dollars ($500,000) at any time (the “Subsidiary Cash Cap”). Notwithstanding the foregoing, with respect to Your account ending in [ ] at Bank of America (“BOA Account”), You shall have until June 9, 2015 (“BOA Date”) to either (i) close such BOA Account and transfer the balances to Deposit Accounts or accounts holding Investment Property in which We have a perfected security interest or (ii) provide Us with an account control agreement for such BOA Account, provided that if the balance in the BOA Account at any time exceeds $75,000 prior to the BOA Date, You shall transfer within five (5) Business Days such amount exceeding $75,000 to Deposit Accounts or accounts holding Investment Property in which We have a perfected security interest.
Deposit and Investment Accounts. Borrower will maintain 95% of its cash and Cash Equivalents held in the United States or its territories, in depository, investment and operating accounts with Bank and Bank’s affiliates which shall be held in the form of cash and such other investments as are consistent with Borrower’s investment policy as approved by its Board of Directors.
Deposit and Investment Accounts. None of You will maintain, nor permit any of Your Subsidiaries to maintain, any Deposit Accounts or accounts holding Investment Property owned by any of You (or such Subsidiaries) except (i) accounts identified in the Certificate of Perfection attached as Exhibit C with respect to which We have a perfected security interest, (ii) other accounts with respect to which We have a perfected security interest and (iii) any accounts maintained by a Foreign Subsidiary that is not a Material Foreign Subsidiary. You will give Us prior written notice of the creation of any Deposit Accounts or accounts holding Investment Property.
Deposit and Investment Accounts. Lender may deliver a notice of exclusive control, any entitlement order, or other directions or instructions pursuant to any Deposit Account Control Agreement, Securities Account Control Agreement or similar agreement providing control of any Collateral.
Deposit and Investment Accounts. Borrowers agree not to maintain any deposit or investment accounts other than accounts held at or through Agent, except that Borrowers may maintain the accounts set forth on Schedule 4.15(h) (as so updated from time to time) that are (a) deposit accounts exclusively used for payroll, payroll taxes and other employee wage and benefit payments to or for the benefit of Borrowers’ employees (including any “rabbi trust” account used in connection with such purposes) and identified to Agent by Borrowers as such, or (b) subject to a control agreement in favor of Agent from the holder of such account, giving Agent a first-priority security interest in such account, in form and substance satisfactory to Agent; provided, that, notwithstanding the foregoing, all deposit accounts of the Credit Parties (other than (x) deposit accounts of the type described in the foregoing clause (a) and (y) the Limited Purpose Deposit Account to the extent such deposit account is in compliance with the requirements set forth in the definition thereof) shall be maintained at PNC no later than ninety (90) days following the Closing Date (or such later date as Agent shall agree in its sole discretion) other than deposit accounts at Comerica Bank that comply with the foregoing clause (b). On each Business Day that amounts received in the Limited Purpose Deposit Account (other amounts of the type described in clause (b) of the definition thereof deposited therein by VMC) since the last date of transfer required by this sentence (or the Closing Date, in the case of the first such transfer) are equal to or in excess of $250,000 in the aggregate, the Borrowers shall transfer on such Business Day all such amounts to the collection account of VMC maintained at PNC.
Deposit and Investment Accounts. The Control Agreement among Borrower, ORIX and SVB shall continue in full force and effect. Notwithstanding the foregoing, Borrower shall not be required to cause SVB or other depository institution to enter into a control agreement with respect to Borrower's regular payroll account. Borrower covenants not to maintain in said payroll account, at any time, more than the amount required in order to fund Borrower's current payroll, and such funds shall be maintained in said payroll account no earlier than is necessary in accordance with Borrower's regular practice in order to fund such payroll. Borrower represents and warrants that it does not have any Deposit Accounts or investment accounts maintained at any other bank or other institution other than SVB, except for (i) the regular payroll account referred to above, and (ii) deposit or trust accounts maintained by Borrower for its customers or clients, which contain only funds belonging to such customers or client and not containing any funds belonging to Borrower.
Deposit and Investment Accounts. Borrower shall maintain all its depository, operating and investment accounts with Bank or Bank's Affiliates.
Deposit and Investment Accounts. Borrower maintains only the operating, savings, deposit, securities and investment accounts listed on Exhibit B. On the Closing Date, Borrower shall enter into an account control agreement with Senior Lender on terms acceptable to Agility, By April 15, 2010, Borrower shall maintain all of its operating, savings, and deposit accounts with Bridge Bank, provided Gigoptix (Israel) Ltd and Gigoptix Helix AG may each maintain an account that is not at Bridge Bank as long as the average monthly balance in each such account is less than US$200,000.
