Establishment and Maintenance of Accounts. The Company has directed and the Securities Intermediary hereby acknowledges that it has established (1) an account designated as the “Custodial Account”; (2) an account designated as the “CE Cure Account”; (3) an account designated as the “Interest Collection Account” and (4) an account designated as the “Principal Collection Account” (the Custodial Account, CE Cure Account, Interest Collection Account and Principal Collection Account, each, an “Account” and, collectively, the “Accounts”), and the account numbers for the Accounts are set forth on the Transaction Schedule. The Securities Intermediary agrees to maintain each of the Accounts as a securities intermediary in the name of the Company subject to the lien of the Collateral Agent under this Agreement, and agrees not to change the name or account number of any Account without the prior consent of the Collateral Agent. The Securities Intermediary hereby certifies that it is a bank or trust company that in the ordinary course of business maintains securities accounts for others and in that capacity has established the Accounts in the name of the Company. Nothing herein shall require the Securities Intermediary to credit to any Account or to treat as a financial asset (within the meaning of Section 8-102(a)(9) of the UCC) any asset in the nature of a general intangible (as defined in Section 9-102(a)(42) of the UCC) or to “maintain” a sufficient quantity thereof (within the meaning of Section 8-504 of the UCC). Notwithstanding any term hereof or elsewhere to the contrary, it is hereby expressly acknowledged that (a) interests in loans may be acquired and delivered by the Company to the Securities Intermediary or the Collateral Agent from time to time that are not evidenced by, or accompanied by delivery of, a security (as that term is defined in UCC Section 8-102) or an instrument (as that term is defined in Section 9-102(a)(47) of the UCC), and may be evidenced solely by delivery to the Collateral Agent of a facsimile copy of a loan agreement, participation agreement or an assignment agreement (“Loan/Assignment Agreement”) in favor of the Company, (b) any such Loan/Assignment Agreement (and the registration of the related loan on the books and records of the applicable obligor or bank agent) shall be registered in the name of the Company and (c) any duty on the part of the Securities Intermediary or Collateral Agent with respect to such loan (including in respect of any duty it might otherwise have to maintain a sufficient quantity of such loan for purposes of UCC Section 8-504) shall be limited to the exercise of reasonable care by the Collateral Agent in the physical custody of any such Loan/Assignment Agreement that may be delivered to it. It is acknowledged and agreed that neither the Collateral Agent nor the Securities Intermediary is under a duty to examine Underlying Instruments to determine the validity or sufficiency of any Loan/Assignment Agreement (and shall have no responsibility for the genuineness or completeness thereof), or for the issuer’s title to any related loan.
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Samples: Loan Agreement, Loan Agreement (FS Investment CORP), Loan Agreement (FS Investment Corp II)
Establishment and Maintenance of Accounts. The Company has directed and the Securities Intermediary hereby acknowledges that it has established (1) an account -59- designated as the “"USD Custodial Account”"; (2) an account designated as the “"CE Cure Account”"; (3) an account designated as the “"USD Interest Collection Account” " and (4) an account designated as the “"USD Principal Collection Account” " (the USD Custodial Account, CE Cure Account, USD Interest Collection Account and USD Principal Collection Account, each, an “a "USD Account” " and, collectively, the “"USD Accounts”"), and the account numbers for the such Accounts are set forth on the Transaction Schedule. The Securities Intermediary agrees to maintain each of the USD Accounts as a securities intermediary in the name of the Company subject to the lien of the Collateral Agent under this Agreement, and agrees not to change the name or account number of any Account without the prior consent of the Collateral Agent. The Securities Intermediary hereby certifies that it is a bank or trust company that in the ordinary course of business maintains securities accounts for others and in that capacity has established the USD Accounts in the name of the Company. Nothing herein shall require the Securities Intermediary to credit to any USD Account or to treat as a financial asset (within the meaning of Section 8-102(a)(9) of the UCC) any asset in the nature of a general intangible (as defined in Section 9-102(a)(42) of the UCC) or to “"maintain” " a sufficient quantity thereof (within the meaning of Section 8-504 of the UCC). Notwithstanding any term hereof or elsewhere to the contrary, it is hereby expressly acknowledged that (a) interests in loans may be acquired and delivered by the Company to the Securities Intermediary or the Collateral Agent from time to time that are not evidenced by, or accompanied by delivery of, a security (as that term is defined in UCC Section 8-102) or an instrument (as that term is defined in Section 9-102(a)(47) of the UCC), and may be evidenced solely by delivery to the Collateral Agent of a facsimile copy of a loan agreement, participation agreement or an assignment agreement (“"Loan/Assignment Agreement”") in favor of the Company, (b) any such Loan/Assignment Agreement (and the registration of the related loan on the books and records of the applicable obligor or bank agent) shall be registered in the name of the Company and (c) any duty on the part of the Securities Intermediary or Collateral Agent with respect to such loan (including in respect of any duty it might otherwise have to maintain a sufficient quantity of such loan for purposes of UCC Section 8-504) shall be limited to the exercise of reasonable care by the Collateral Agent in the physical custody of any such Loan/Assignment Agreement that may be delivered to it. It is acknowledged and agreed that neither the Collateral Agent nor the Securities Intermediary is under a duty to examine Underlying Instruments to determine the validity or sufficiency of any Loan/Assignment Agreement (and shall have no responsibility for the genuineness or completeness thereof), or for the issuer’s 's title to any related loan.. The Company has caused the Account Bank and Custodian under the Custody and Account Bank Agreement to establish (1) an account designated as the "Euro Custodial Account"; (2) an account designated as the "Euro Interest Collection Account" and (3) an account designated as the "Euro Principal Collection Account" (the Euro Custodial Account, Euro Interest Collection Account and Euro Principal Collection Account, each, a "Euro Account" and, collectively, the "Euro Accounts"), and the account numbers for such Accounts are set forth in Schedule 1 to the Custody and Account Bank Agreement. The Company has caused the Account Bank and Custodian under the Custody and Account Bank Agreement to establish (1) an account designated as the "GBP Custodial Account"; (2) an account designated as the "GBP Interest Collection Account" and (3) an account designated as the "GBP Principal Collection Account" (the GBP Custodial Account,
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Establishment and Maintenance of Accounts. The Company has directed and the Securities Intermediary hereby acknowledges that it has established (1) an account designated as the “USD Custodial Account”; (2) an account designated as the “CE Cure Account”; (3) an account designated as the “USD Interest Collection Account” and (4) an account designated as the “USD Principal Collection Account” (the USD Custodial Account, CE Cure Account, USD Interest Collection Account and USD Principal Collection Account, each, an a “USD Account” and, collectively, the “USD Accounts”), and the account numbers for the such Accounts are set forth on the Transaction Schedule. The Securities Intermediary agrees to maintain each of the USD Accounts as a securities intermediary in the name of the Company subject to the lien of the Collateral Agent under this Agreement, and agrees not to change the name or account number of any Account without the prior consent of the Collateral Agent. The Securities Intermediary hereby certifies that it is a bank or trust company that in the ordinary course of business maintains securities accounts for others and in that capacity has established the USD Accounts in the name of the Company. Nothing herein shall require the Securities Intermediary to credit to any USD Account or to treat as a financial asset (within the meaning of Section 8-102(a)(9) of the UCC) any asset in the nature of a general intangible (as defined in Section 9-102(a)(42) of the UCC) or to “maintain” a sufficient quantity thereof (within the meaning of Section 8-504 of the UCC). Notwithstanding any term hereof or elsewhere to the contrary, it is hereby expressly acknowledged that (a) interests in loans may be acquired and delivered by the Company to the Securities Intermediary or the Collateral Agent from time to time that are not evidenced by, or accompanied by delivery of, a security (as that term is defined in UCC Section 8-102) or an instrument (as that term is defined in Section 9-102(a)(47) of the UCC), and may be evidenced solely by delivery to the Collateral Agent of a facsimile copy of a loan agreement, participation agreement or an assignment agreement (“Loan/Assignment Agreement”) in favor of the Company, (b) any such Loan/Assignment Agreement (and the registration of the related loan on the books and records of the applicable obligor or bank agent) shall be registered in the name of the Company and (c) any duty on the part of the Securities Intermediary or Collateral Agent with respect to such loan (including in respect of any duty it might otherwise have to maintain a sufficient quantity of such loan for purposes of UCC Section 8-504) shall be limited to the exercise of reasonable care by the Collateral Agent in the physical custody of any such Loan/Assignment Agreement that may be delivered to it. It is acknowledged and agreed that neither the Collateral Agent nor the Securities Intermediary is under a duty to examine Underlying Instruments to determine the validity or sufficiency of any Loan/Assignment Agreement (and shall have no responsibility for the genuineness or completeness thereof), or for the issuer’s title to any related loan. The Company has caused the Account Bank and Custodian under the Custody and Account Bank Agreement to establish (1) an account designated as the “Euro Custodial Account”; (2) an account designated as the “Euro Interest Collection Account” and (3) an account designated as the “Euro Principal Collection Account” (the Euro Custodial Account, Euro Interest Collection Account and Euro Principal Collection Account, each, a “Euro Account” and, collectively, the “Euro Accounts”), and the account numbers for such Accounts are set forth in Schedule 1 to the Custody and Account Bank Agreement. The Company has caused the Account Bank and Custodian under the Custody and Account Bank Agreement to establish (1) an account designated as the “GBP Custodial Account”; (2) an account designated as the “GBP Interest Collection Account” and (3) an account designated as the “GBP Principal Collection Account” (the GBP Custodial Account, GBP Interest Collection Account and GBP Principal Collection Account, each, a “GBP Account” and, collectively, the “GBP Accounts”), and the account numbers for such Accounts are set forth in Schedule 1 to the Custody and Account Bank Agreement. The USD Accounts, the Euro Accounts and the GBP Accounts are collectively referred to herein as the “Accounts”. Each of the Account Bank and the Custodian shall have the same rights and immunities as the Collateral Trustee set forth in Clauses 14.4(a), (b), (c), (f), (g), (h), (i) and (j) of the Security Deed.
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Establishment and Maintenance of Accounts. The Company has directed and the Securities Intermediary hereby acknowledges that it has established (1) an account designated as the “"USD Custodial Account”"; (2) an account designated as the “"CE Cure Account”"; (3) an account designated as the “"USD Interest Collection Account” and ", (4) an account designated as the “"USD Principal Collection Account” " and (5) an account designated as the "USD Unfunded Exposure Account" (the USD Custodial Account, CE Cure Account, USD Interest Collection Account, USD Principal Collection Account and Principal Collection the USD Unfunded Exposure Account, each, an “a "USD Account” " and, collectively, the “"USD Accounts”"), and the account numbers for the such Accounts are set forth on the Transaction Schedule. The Securities Intermediary agrees to maintain each of the USD Accounts as a securities intermediary in the name of the Company subject to the lien of the Collateral Agent under this Agreement, and agrees not to change the name or account number of any Account without the prior consent of the Collateral Agent. The Securities Intermediary hereby certifies that it is a bank or trust company that in the ordinary course of business maintains securities accounts for others and in that capacity has established the USD Accounts in the name of the Company. Nothing herein shall require the Securities Intermediary to credit to any USD Account or to treat as a financial asset (within the meaning of Section 8-102(a)(9) of the UCC) any asset in the nature of a general intangible (as defined in Section 9-102(a)(42) of the UCC) or to “"maintain” " a sufficient quantity thereof (within the meaning of Section 8-504 of the UCC). Notwithstanding any term hereof or elsewhere to the contrary, it is hereby expressly acknowledged that (a) interests in loans may be acquired and delivered by the Company to the Securities Intermediary or the Collateral Agent from time to time that are not evidenced by, or accompanied by delivery of, a security (as that term is defined in UCC Section 8-102) or an instrument (as that term is defined in Section 9-102(a)(47) of the UCC), and may be evidenced solely by delivery to the Collateral Agent of a facsimile copy of a loan agreement, participation agreement or an assignment agreement (“"Loan/Assignment Agreement”") in favor of the Company, (b) any such Loan/Assignment Agreement (and the registration of the related loan on the books and records of the applicable obligor or bank agent) shall be registered in the name of the Company and (c) any duty on the part of the Securities Intermediary or Collateral Agent with respect to such loan (including in respect of any duty it might otherwise have to maintain a sufficient quantity of such loan for purposes of UCC Section 8-504) shall be limited to the exercise of reasonable care by the Collateral Agent in the physical custody of any such Loan/Assignment Agreement that may be delivered to it. It is acknowledged and agreed that neither the Collateral Agent nor the Securities Intermediary is under a duty to examine Underlying Instruments to determine the validity or sufficiency of any Loan/Assignment Agreement (and shall have no responsibility for the genuineness or completeness thereof), or for the issuer’s 's title to any related loan. The Company has caused the Account Bank and Custodian under the Custody and Account Bank Agreement to establish (1) an account designated as the "Euro Custodial Account"; (2) an account designated as the "Euro Interest Collection Account"; (3) an account designated as the "Euro Principal Collection Account"; and (4) an account designated as the "Euro Unfunded Exposure Account" (the Euro Custodial Account, Euro Interest Collection Account, Euro Principal Collection Account and Euro Unfunded Exposure Account, each, a "Euro Account" and, collectively, the "Euro Accounts"), and the account numbers for such Accounts are set forth in Schedule 1 to the Custody and Account Bank Agreement. The Company has caused the Account Bank and Custodian under the Custody and Account Bank Agreement to establish (1) an account designated as the "GBP Custodial Account"; (2) an account designated as the "GBP Interest Collection Account"; (3) an account designated as the "GBP Principal Collection Account" and (4) an account designated as the "GBP Unfunded Exposure Account" (the GBP Custodial Account, GBP Interest Collection Account, GBP Principal Collection Account and GBP Unfunded Exposure Account, each, a "GBP Account" and, collectively, the "GBP Accounts"), and the account numbers for such Accounts are set forth in Schedule 1 to the Custody and Account Bank Agreement. The USD Accounts, the Euro Accounts and the GBP Accounts are collectively referred to herein as the "Accounts". Each of the Account Bank and the Custodian shall have the same rights and immunities as the Collateral Trustee set forth in Clauses 14.4(a), (b), (c), (f), (g), (h), (i) and (j) of the Security Deed. In addition, the Company hereby directs the Securities Intermediary to establish one or more Permitted CAD Accounts for the purposes of holding CAD, CAD Investments and Eligible Investments denominated in CAD pursuant to the terms hereof. The Securities Intermediary shall keep book entry records of the amounts in each Permitted CAD Account that constitute Interest Proceeds, Principal Proceeds and amounts in respect of any Unfunded Exposure Shortfall. It is hereby understood and agreed that, notwithstanding the establishment of the Euro Unfunded Exposure Account, the GBP Unfunded Exposure Account, the Permitted CAD Accounts and any such subaccounts on or prior to the Second Amendment Date, the Euro Unfunded Exposure Account, the GBP Unfunded Exposure Account, the Permitted CAD Accounts and such subaccounts (as applicable) shall not be available for the receipt of cash or other Collateral until such time as the Collateral Agent notifies the Company and the Administrative Agent that the Euro Unfunded Exposure Account, the GBP Unfunded Exposure Account, the Permitted CAD Accounts and such subaccounts (as applicable) are operational and available to receive such cash and other Collateral (and the Collateral Agent shall have no liability for any failure or delay in the receipt of such cash or other Collateral).
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