Common use of Lock Box Account Clause in Contracts

Lock Box Account. Borrower shall open and maintain with Bank an account (the “Lock Box Account”) into which all funds, cash or otherwise, received by Borrower on account of Media Accounts shall immediately be deposited. Borrower shall direct all customers to mail or deliver all checks or other forms of payment for amounts owing to Borrower in respect of Media Accounts to a post office box designated by Bank, over which Bank shall have exclusive and unrestricted access. Bank shall collect the mail delivered to such post office box, open such mail, and endorse and credit all items to the Lock Box Account. Borrower shall direct all customers or other persons owing money to Borrower in respect of Media Accounts who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. Borrower shall hold in trust for Bank all amounts that Borrower receives in respect of Media Accounts despite the direction to make payment to the post office box or Lock Box Account, and immediately deliver such payments to Bank in their original form as received from the customer, with proper endorsement for deposit into the Lock Box Account. Borrower irrevocably authorizes Bank to transfer to the Lock Box Account any funds received in respect of Media Accounts that have been deposited into any other accounts or that Bank has received by wire transfer, check, cash or otherwise. Bank shall have all right, title and interest in all of the items from time to time in the Lock Box Account and their proceeds. Neither Borrower nor any person claiming through Borrower shall have any right or control over the use of, or any right to withdraw any amount from, the Lock Box Account, which shall be under the sole control of Bank. On a daily basis, Bank shall apply all funds in the Lock Box Account to the outstanding balance of Obligations, and shall transfer any remaining balance to Borrower’s operating account with Bank.

Lock Box Account. Borrower Domestic Borrowers shall open and maintain establish a lock box account in Kanbay Inc.'s name with Bank an account by simultaneously herewith executing the Bank's Lockbox Service Subscriber Agreement (the “Lock Box Account”"lock box agreement") into to which Domestic Borrowers will cause to be deposited all fundsremittances in the identical form in which such payment was made, cash whether by cash, check or otherwise. Domestic Borrowers will notify all customers to remit all payments directly to said lock box account as provided in said lock box agreement. When any Event of Default occurs and continues, Domestic Borrowers agree that all payments made to such lock box or otherwise received by Bank, whether on the Accounts or as proceeds of other Collateral or otherwise, received by Borrower at Bank's sole discretion, will be the sole and exclusive property of Bank and applied on account of Media Accounts shall immediately be deposited. Borrower shall direct the Obligations and, if Bank so elects to apply said payments to the Obligations, after allowing one (1) business day for collection, Bank may credit (conditional upon final collection) all customers payments received through the lock box to mail or deliver all checks the account of Borrowers; and after and during the continuance of any Event of Default, Borrowers and any Affiliates, subsidiaries, shareholders, directors, officers, employees, agent or other forms Persons acting for or in concert with Borrowers shall, acting as Trustee for Bank, receive, as the sole and exclusive property of Bank, any monies, checks, notes, drafts or any other payments relating to and/or proceeds of Accounts or other Collateral that come into their possession or under their control and immediately upon receipt thereof, Borrowers shall remit the same or cause the same to be remitted to Bank. Borrowers agree to pay to Bank any and all customary fees, costs and expenses that Bank incurs in connection with opening, operating and maintaining the lock box and depositing for collection by Bank any check or item of payment for amounts owing to Borrower in respect of Media Accounts to a post office box designated by Bank, over which Bank shall have exclusive and unrestricted access. Bank shall collect the mail received and/or delivered to such post office box, open such mail, the Bank on account of the Obligations and endorse and credit all items Borrowers further agree to reimburse Bank for any claims asserted by any party in connection with the Lock Box Account. Borrower shall direct all customers or other persons owing money to Borrower in respect of Media Accounts who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. Borrower shall hold in trust for Bank all amounts that Borrower receives in respect of Media Accounts despite the direction to make payment to the post office lock box or Lock Box Account, and immediately deliver such payments to Bank in their original form as received from the customer, with proper endorsement for deposit into the Lock Box Account. Borrower irrevocably authorizes Bank to transfer to the Lock Box Account any funds received in respect of Media Accounts that have been deposited into any other accounts returned or that Bank has uncollected checks received by wire transfer, check, cash or otherwise. Bank shall have all right, title and interest in all as proceeds of the items from time to time in the Lock Box Account and their proceeds. Neither Borrower nor any person claiming through Borrower shall have any right or control over the use of, or any right to withdraw any amount from, the Lock Box Account, which shall be under the sole control of Bank. On a daily basis, Bank shall apply all funds in the Lock Box Account to the outstanding balance of Obligations, and shall transfer any remaining balance to Borrower’s operating account with BankCollateral.

Lock Box Account. Borrower Borrowers shall open and maintain with Bank Servicing Agent an account (the “Lock Box Account”) into which all funds, cash or otherwise, funds received by Borrower on account of Media Accounts Borrowers from any source shall immediately be deposited. Borrower Borrowers shall direct all customers account debtors to mail or deliver all checks or other forms of payment for amounts owing to Borrower in respect of Media Accounts Borrowers to a post office box designated by BankServicing Agent, over which Bank Servicing Agent shall have exclusive and unrestricted access. Bank Servicing Agent shall collect the mail delivered to such post office box, open such mail, and endorse and credit all items to the Lock Box Account. Borrower Borrowers shall direct all customers account debtors or other persons owing money to Borrower in respect of Media Accounts Borrowers who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. Borrower Borrowers shall hold in trust for Bank Lenders all amounts that Borrower receives in respect of Media Accounts Borrowers receive despite the direction directions to make payment payments to the post office box or Lock Box Account, and immediately deliver such payments to Bank Servicing Agent in their original form as received from the customeraccount debtor, with proper endorsement endorsements for deposit into the Lock Box Account. Borrower Borrowers irrevocably authorizes Bank Servicing Agent to transfer to the Lock Box Account any funds received in respect of Media Accounts that have been deposited into any other accounts or that Bank has received by wire transfer, check, cash Lenders have otherwise received. Borrowers shall not establish or otherwisemaintain any accounts with any Person other than Servicing Agent except for accounts opened in the ordinary course of business from which all funds are transferred on a daily basis to the Lock Box Account. Bank Lenders shall have all right, title and interest in all of the items from time to time in the Lock Box Account and their proceeds. Neither Borrower of Borrowers nor any person claiming through a Borrower shall have any right or control over the use of, or any right to withdraw any amount from, the Lock Box Account, which shall be under the sole control of Bank. On a daily basis, Bank shall apply all funds in the Lock Box Account to the outstanding balance of Obligations, and shall transfer any remaining balance to Borrower’s operating account with BankServicing Agent.”

Lock Box Account. After the occurrence of an Event of Default, at Bank's request in its sole discretion, Borrower shall open and maintain with Bank an account (the “"Lock Box Account”") into which all funds, cash or otherwise, funds received by Borrower from any source other than on account of Media Accounts Contracts sold to AFI (and other transfers that are substantially similar to the transfers made by Borrower to AFI and which transferees have entered into an Intercreditor Agreement with Bank in form and substance acceptable to Bank) shall immediately be depositeddeposited or transferred from other accounts in Borrower's name. After the occurrence of an Event of Default, at the request of Bank, Borrower shall direct all customers to mail or deliver all checks or other forms of payment for amounts owing to Borrower in respect of Media Accounts to a post office box designated by Bank, over which Bank shall have exclusive and unrestricted access. After the occurrence of an Event of Default, Bank shall collect the mail delivered to such post office box, open such mail, and endorse and credit all items to the Lock Box Account. After the occurrence of an Event of Default, Borrower shall direct all customers or other persons owing money to Borrower in respect of Media Accounts who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. After the occurrence of an Event of Default, Borrower shall hold in trust for Bank all amounts that Borrower receives in respect of Media Accounts despite the direction directions to make payment payments to the post office box or Lock Box Account. After the occurrence of an Event of Default, and Borrower shall immediately deliver such payments to Bank in their original form as received from the customer, with proper endorsement endorsements for deposit into the Lock Box Account. After the occurrence of an Event of Default, Borrower irrevocably authorizes Bank to transfer to the Lock Box Account any funds received in respect of Media Accounts that have been deposited into any other accounts or that Bank has received by wire transferotherwise received. After the occurrence of an Event of Default, checkBorrower shall not establish or maintain any accounts with any Person other than Bank except for accounts opened in the ordinary course of business from which all funds are transferred on a daily basis to the Lock Box Account. After the occurrence of an Event of Default, cash or otherwise. Bank shall have all right, title and interest in all of the items from time to time in the Lock Box Account and their proceeds. Neither After the occurrence of an Event of Default, neither Borrower nor any person claiming through Borrower shall have any right or control over the use of, or any right to withdraw any amount from, the Lock Box Account, which shall be under the sole control of Bank. On a daily basis, Bank shall apply all funds in the Lock Box Account to the outstanding balance of Obligations, and shall transfer any remaining balance to Borrower’s operating account with Bank.

Lock Box Account. Borrower Borrowers shall open and maintain with Bank Servicing Agent an account (the “"Lock Box Account”") into which all funds, cash or otherwise, funds received by Borrower on account of Media Accounts Borrowers from any source shall immediately be deposited. Borrower Borrowers shall direct all customers account debtors to mail or deliver all checks or other forms of payment for amounts owing to Borrower in respect of Media Accounts Borrowers to a post office box designated by BankServicing Agent, over which Bank Servicing Agent shall have exclusive and unrestricted access. Bank Servicing Agent shall collect the mail delivered to such post office box, open such mail, and endorse and credit all items to the Lock Box Account. Borrower Borrowers shall direct all customers account debtors or other persons owing money to Borrower in respect of Media Accounts Borrowers who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. Borrower Borrowers shall hold in trust for Bank Lenders all amounts that Borrower receives in respect of Media Accounts Borrowers receive despite the direction directions to make payment payments to the post office box or Lock Box Account, and immediately deliver such payments to Bank Servicing Agent in their original form as received from the customeraccount debtor, with proper endorsement endorsements for deposit into the Lock Box Account. Borrower Borrowers irrevocably authorizes Bank Servicing Agent to transfer to the Lock Box Account any funds received in respect of Media Accounts that have been deposited into any other accounts or that Bank has received by wire transfer, check, cash Lenders have otherwise received. Borrowers shall not establish or otherwisemaintain any accounts with any Person other than Servicing Agent except for accounts opened in the ordinary course of business from which all funds are transferred on a daily basis to the Lock Box Account. Bank Lenders shall have all right, title tide and interest in all of the items from time to time in the Lock Box Account and their proceeds. Neither Borrower of Borrowers nor any person claiming through a Borrower shall have any right or control over the use of, or any right to withdraw any amount from, the Lock Box Account, Account which shall be under the sole control of Bank. On a daily basis, Bank shall apply all funds in the Lock Box Account to the outstanding balance of Obligations, and shall transfer any remaining balance to Borrower’s operating account with BankServicing Agent."

Lock Box Account. On or before December 15, 2004, Borrower shall open and at all times maintain with Bank an account (the “"Lock Box Account”") with Bank into which all funds, cash or otherwise, funds received by Borrower on account of Media Accounts from any source shall immediately be deposited. Borrower shall direct all customers account debtors to mail or deliver all checks or other forms of payment for amounts owing to Borrower in respect of Media Accounts to a post office box designated by Bank, over which Bank shall have exclusive and unrestricted access. Bank shall collect the mail delivered to such post office box, open such mail, and endorse and credit all items to the Lock Box Account. Borrower shall direct all customers account debtors or other persons owing money to Borrower in respect of Media Accounts who make payments by electronic transfer of funds to wire such funds directly to the Lock Box Account. Borrower shall hold in trust for Bank all amounts that Borrower receives in respect of Media Accounts despite the direction directions to make payment payments to the post office box or Lock Box Account, and immediately deliver such payments to Bank in their original form as received from the customeraccount debtor, with proper endorsement endorsements for deposit into the Lock Box Account. Borrower irrevocably authorizes Bank to transfer to the Lock Box Account any funds received in respect of Media Accounts that have been deposited into any other accounts or that Bank has otherwise received. Borrower shall not establish or maintain any accounts with any person other than Bank. Furthermore, such funds may not be withdrawn by Borrower and (a) all collections received from any account debtor in the Lock Box Account shall be subject to Bank's sole and exclusive control and withdrawals by Borrower shall not be permitted therefrom; (b) Bank's authorized representatives will have sole access to the Lock Box Account, and items will be endorsed, credited to the Lock Box Account, and presented for payment through customary collection procedures; (c) all payments including immediately available funds received by wire transferBank at the Lock Box Account will be Bank's sole property for application to the Obligations and will be immediately applied to conditionally reduce the Obligations (as provided in the next sentence), checkbut shall not be considered a payment on account unless such payment is of immediately available federal funds or unless and until such check or other item of payment is honored when presented for payment; and (d) all payments so received by Bank shall be applied in payment of the Obligations, cash first to interest, then to principal, then to other amounts due hereunder, and the surplus, if any, shall be paid over to Borrower. All fees and expenses for the Lock Box Account, and any or otherwiseall expenses, fees and charges in respect of checks, drafts or other items returned unpaid (but not including the amount of such unpaid item itself) shall be paid by Borrower. Bank shall have all rightmay deduct any such fees, title expenses, and interest in all of the items charges from or set off against amounts from time to time in the Lock Box Account and their proceeds. Neither Borrower nor any person claiming through Borrower shall have any right or control over the use of, or any right to withdraw any amount from, the Lock Box Lockbox Account, which shall be under the sole control of Bank. On a daily basis, Bank shall apply all funds in the Lock Box Account to the outstanding balance of Obligations, and shall transfer any remaining balance to Borrower’s operating account with Bank."