Eligible Account. 13 ERISA ......................................................................................13
Eligible Account. Until such time as the Financial Institution receives a Notice of Sole Control signed by the Secured Party, the Grantor shall direct, to the extent permitted by the Indenture, the Financial Institution with respect to the selection of investments to be made for the credit of a Collateral Account if it is a securities account, and after the Financial Institution receives a Notice of Sole Control signed by the Secured Party, the Secured Party shall direct, to the extent permitted by the Indenture, the Financial Institution with respect to the selection of investments to be made for the credit of a Collateral Account if it is a securities account; provided, however, that the Financial Institution shall not honor any instruction from such Person to purchase any investments other than Permitted Investments.
Eligible Account. Eligible Account" shall mean an Account (as hereinafter defined) arising in the ordinary course of Debtor's business which meets each of the following requirements:
Eligible Account a separate and identifiable account from all other funds held by the holding institution that is either (i) an account or accounts (A) maintained with a federal or state-chartered depository institution or trust company which complies with the definition of Eligible Institution or (B) as to which Lender has received a Rating Comfort Letter from each of the applicable Rating Agencies with respect to holding funds in such account, or (ii) a segregated trust account or accounts maintained with the corporate trust department of a federal depository institution or state chartered depository institution subject to regulations regarding fiduciary funds on deposit similar to Title 12 of the Code of Federal Regulations §9.10(b), having in either case corporate trust powers, acting in its fiduciary capacity, and a combined capital and surplus of at least $50,000,000 and subject to supervision or examination by federal and state authorities. An Eligible Account will not be evidenced by a certificate of deposit, passbook or other instrument.
Eligible Account an Account arising in the ordinary course of the business of any Borrower from the sale of goods or rendition of services that complies with each of the representations and warranties respecting Eligible Accounts made in the Loan Documents; provided that no Account shall be an Eligible Account if:
Eligible Account. Either (i) an account or accounts maintained with a federal or state chartered depository institution or trust company acceptable to the Rating Agencies or (ii) an account or accounts the deposits in which are insured by the FDIC to the limits established by such corporation, provided that any such deposits not so insured shall be maintained in an account at a depository institution or trust company whose commercial paper or other short term debt obligations (or, in the case of a depository institution or trust company which is the principal subsidiary of a holding company, the commercial paper or other short term debt or deposit obligations of such holding company or depository institution, as the case may be) have been rated by each Rating Agency in its highest short-term rating category, or (iii) a segregated trust account or accounts (which shall be a “special deposit account”) maintained with the Trustee or any other federal or state chartered depository institution or trust company, acting in its fiduciary capacity, in a manner acceptable to the Trustee and the Rating Agencies. Eligible Accounts may bear interest.
Eligible Account an Account owing to Borrower that arises in the Ordinary Course of Business from the sale of goods, is payable in Dollars and is deemed by Agent, in its Credit Judgment, to be an Eligible Account. Without limiting the foregoing, no Account shall be an Eligible Account if (a) it is unpaid for more than 60 days after the original due date, or more than 120 days after the original invoice date; PROVIDED, THAT such 120 day period shall be increased to 180 days after the original invoice date with respect to Accounts for which the Account Debtor is an independent garden center or garden center chain and for which the invoice provides that payment is due more than 30 days but less than or equal to 180 days from the date of such invoice; PROVIDED, FURTHER, that the aggregate amount of all such Accounts under the foregoing proviso that may constitute Eligible Accounts shall not exceed 35% of all Eligible Accounts; (b) 50% or more of the Accounts owing by the Account Debtor are not Eligible Accounts under the foregoing clause; (c) when aggregated with other Accounts owing by the Account Debtor, it exceeds 15% of the aggregate Eligible Accounts (or such higher percentage as Agent may establish for the Account Debtor from time to time); PROVIDED, that such percentage shall be increased to (i) 30% in respect of Accounts owing by Home Depot Inc. and (ii) 30% in respect of Accounts owing by Xxxx'x Companies, Inc.; (d) it does not conform with a covenant or representation set forth in SECTIONS 8.2.1 and 9.1.7 herein; (e) it is owing by a creditor or supplier, or is otherwise subject to a valid offset or there has been asserted a counterclaim, dispute, deduction, discount, recoupment, reserve, defense, chargeback, credit or allowance (but ineligibility shall be limited to the amount thereof); (f) an Insolvency Proceeding has been commenced by or against the Account Debtor; or the Account Debtor has failed, has suspended or ceased doing business, is liquidating, dissolving or winding up its affairs, or is not Solvent unless in each case payment thereof is secured in a manner reasonably acceptable to Agent; (g) the Account Debtor is organized or has its principal offices or assets outside the United States or Canada unless (i) such Account Debtor has supplied Borrower with an irrevocable letter of credit in form and substance reasonably satisfactory to the Agent, issued by a financial institution reasonably satisfactory to the Agent and which has been duly transferred to th...
Eligible Account. An Account arising in the ordinary course of Debtor's or Guarantors' (as the case may be) business from the sale of goods or rendition of services which Secured Party, in its sole credit judgment, deems to be an Eligible Account. Secured Party may, in its sole discretion, determine that an Account is not an Eligible Account if: (i) it arises out of a sale made by Debtor or Guarantor to a Subsidiary or an Affiliate of Debtor or Guarantor or to a Person controlled by a Subsidiary or an Affiliate of Debtor or Guarantor; or (ii) it is unpaid for more than ninety (90) days after the original invoice date therefor; or (iii) any covenant, representation or warranty contained in this Agreement or the applicable Security Agreement with respect to such Account has been breached in any material respect and such breach is continuing; or (iv) the Account Obligor is also Debtor's creditor or supplier or the Account Obligor has disputed liability with respect to such Account, or has made any claim with respect to any other Account due from such Account Obligor to Debtor, or the Account otherwise is or may become subject to any right of set-off by the Account Obligor, in each of the foregoing cases to the extent of any offset, dispute or claim; or (v) the Account Obligor has commenced a voluntary case under the federal bankruptcy laws, as now constituted or hereafter amended, or made an assignment for the benefit of creditors, or a decree or order for relief has been entered by a court having jurisdiction in the premises in respect of the Account Obligor in an involuntary case under the federal bankruptcy laws, as now constituted or hereafter amended, or any other petition or other application for relief under the federal bankruptcy laws has been filed against the Account Obligor, or if the Account Obligor has failed, suspended business, ceased to be Solvent, or consented to or suffered a receiver, trustee, liquidator or custodian to be appointed for it or for all or a significant portion of its assets or affairs; or (vi) it arises from a sale to an Account Obligor who is located outside the United States, unless the sale is on letter of credit, guaranty or acceptance terms, in each case acceptable to Secured Party in its sole discretion; or (vii) it arises from a sale to the Account Obligor on a xxxx-and-hold, guaranteed sale, sale-or-return, sale-on-approval, consignment or any other repurchase or return basis; or (viii) Secured Party believes, in its sole judgment, tha...
Eligible Account. Either (i) an account maintained with a federal or state chartered depository institution or trust company the short-term unsecured debt obligations of which (or, in the case of a depository institution or trust company that is a subsidiary of a holding company, the short-term unsecured debt obligations of such holding company) are rated A-1 by Standard & Poor’s and P-1 by Moody’s (and a comparable rating if another Rating Agency is specified by the Depositor by written notice to the Servicer) at the time any amounts are held on deposit therein, (ii) a trust account or accounts maintained with a federal or state chartered depository institution or trust company acting in its fiduciary capacity or (iii) any other account acceptable to each Rating Agency. Eligible Accounts may bear interest, and may include, if otherwise qualified under this definition, accounts maintained with the Trustee.
Eligible Account. Account or accounts (i) maintained with a depository institution the short term debt obligations of which are rated by each of the Rating Agencies in one of their two highest rating categories at the time of any deposit therein, (ii) the deposits of which are fully insured by the FDIC, or (iii) maintained in a parent, affiliate or subsidiary of the Company provided that such account satisfies the requirements of (i) or (ii) above.
