Restricted Account. Holder acknowledges that the Company will issue the Restricted Stock covered by this Agreement in the name of Holder; provided, however, such Restricted Stock shall be held in an uncertificated restricted account in the custody of the Company and shall be subject to the terms of this Agreement. Holder further acknowledges that the Restricted Stock shall be held in the Company’s custody until the restrictions lapse. Holder’s acceptance of this Agreement constitutes an irrevocable endorsement of a stock power to the Company in the event any or all of the Restricted Stock is forfeited. In the event of forfeiture, the forfeited shares of Restricted Stock shall be returned to the Company.
Restricted Account. (i) The Guarantor shall maintain the Restricted Account pursuant to the Restricted Cash Account Agreement and the Security Agreement and in accordance with the following terms:
Restricted Account. Subject to the terms of that certain Blocked Deposit Account Control Agreement dated on or about the Effective Date among Borrower, Citibank, N.A. (“Bank”) and Lender (the “Restricted Account Agreement”):
Restricted Account. 10.4.1 Prior to the expiry of the Security Period, the Company shall not be entitled to receive, withdraw or otherwise transfer any credit balance from the Restricted Account except with the prior consent of the Secured Parties.
Restricted Account. (a) In order to secure Niobe’s obligation hereunder, as soon as practicable, and in no event later than ten (10) Business Days from the date hereof, Niobe shall deliver certificate(s) representing an aggregate of 4,916,667 shares of Common Stock (the “Restricted Shares”), together with any other documentation required, to the Company’s Stock Transfer Agent, to be deposited in a restricted account (the “Restricted Account”) to facilitate the purchase and transfer to the Company of the Niobe Share Portion as of each Conversion Date, if any.
Restricted Account. Lender shall establish on its books a demand deposit account for Borrowers into which Borrowers may deposit funds. Withdrawals from the Restricted Account may only be made on five (5) Business Days' prior written notice to Lender, and will be permitted only to the extent that any such withdrawal, in whole or in part, will not cause the principal amount of the Loan to exceed the Borrowing Base. Lender shall, at all times, retain its right of setoff against the Restricted Account.
Restricted Account. (a) Releases. The Borrowers and the Banks agree that amounts on deposit in the Restricted Account (other than amounts deposited therein pursuant to Section 2.10(d)) shall be released therefrom from time to time upon request of the Company, so long as at the time no Default shall have occurred and be continuing, as follows: (A) upon consummation of the security arrangements contemplated by Section 5.19(d) of the Credit Agreement, $5,000,000 shall be released; (B) on the date on which the aggregate amount of the Commitments shall have been reduced to $150,000,000 or less, so long as the Additional Debt Date shall not have occurred on or prior to such date, $10,000,000 shall be released; (C) if no amounts have been released pursuant to clause (B) or if the full amount required to be deposited pursuant to subsection (b) has been so deposited, on the date on which the aggregate amount of the Commitments shall have been reduced to $85,000,000 (or, if the Cooler Acquisition Date shall have occurred and the Additional Debt Date shall not have occurred on or prior to the Cooler Acquisition Date, $75,000,000) or less, $10,000,000 shall be released; (D) amounts deposited therein (including pursuant to subsection (b)) not theretofore released pursuant to clauses (A), (B) and (C) shall be released from time to time, so long as after giving effect to such release the Company's cash balances do not exceed $10,000,000 and (E) any such request for release shall be accompanied by a certificate signed by a duly authorized officer of the Company (on which the Collateral Agent may conclusively rely) to the effect that the applicable conditions set forth above have been satisfied in connection with such release.
Restricted Account. Promptly upon the Borrower’s receipt of the Second PBC Digital Loan and the PBC Macquarie Loan, the Borrower shall establish a Restricted Account with Lydian and enter into a Restricted Account Control Agreement, which fully executed agreement shall promptly be delivered to the Administrative Agent and the Lenders.
Restricted Account. Lender acknowledges and agrees that the Loss Reserve Account shall be a restricted account to be used solely for the purposes described in this Agreement. Lender further agrees that it shall not, and has no right, pursuant to this Agreement or otherwise, to withdraw, release, assign or otherwise transfer any funds, accrued interest, or other amounts or assets contained in the Loss Reserve Account (any of the foregoing, “Loss Reserve Account Assets”) for any purpose or to pay any funds or other amounts from the Loss Reserve Account to Lender or to any other Person except as and to the extent specifically authorized by this Article 6. Except with respect to withdrawals, releases, and payments specifically authorized by this Agreement, Lender further acknowledges and agrees that it shall not transfer, assign or grant any control over the Loss Reserve Account or any Loss Reserve Account Assets to any other financial institution or other Person without the prior written consent of FMC. In the event that Lender desires to request such consent of FMC, Lender acknowledges and agrees that FMC shall be entitled to require that an agreement among FMC, Lender and such other Person regarding deposits, withdrawals, procedures and other matters with respect to the Loss Reserve Account and this Agreement be entered into prior to any such movement or transfer of the Loss Reserve Account or any Loss Reserve Account Assets, such agreement to be reasonably satisfactory to FMC.
Restricted Account. The Borrower shall deposit a minimum of fifty million ($50,000,000.00) dollars of the proceeds of the common stock offering and the Senior Unsecured Notes offering described in Section 11.4 in a restricted interest bearing deposit account with the Agent in the name of the Borrower on or before the Closing Date. This restricted account and all proceeds, funds and investments therein shall be Collateral. The Borrower hereby grants to the Agent for the benefit of the Secured Parties a continuing security interest in this restricted account, as security for the Secured Liabilities, and in all funds, investment property and proceeds pertaining thereto. The funds in the restricted account shall be used by the Borrower solely for the purpose of retiring a portion of the Borrower’s 2013 Convertible Debt, such that the 2013 Convertible Debt shall have an outstanding balance of no more than seventy-five million ($75,000,000.00) dollars within forty-five (45) days after the effective date of this Agreement under Section 11.3. The Agent shall release the funds in such deposit account from time to time upon written request from the Borrower containing a certification that such funds will be used in compliance with this Section and the Agent shall transfer all such funds in accordance with the Borrower’s instructions for use in accordance with this Section. If the 2013 Convertible Debt is not retired to an outstanding balance of no more than $75,000,000.00 within forty-five (45) days after the effective date of this Agreement, then this restricted account and the remaining funds therein shall continue as Collateral for all purposes hereunder.
