Primary Depository definition
Primary Depository. Subject to the provisions of Section 3.1(d) and 3.2(b), Borrower within 30 days of the Closing Date shall maintain all its depository and operating accounts with Bank and its primary investment accounts with Bank or Bank’s affiliates.
Primary Depository. Borrower shall maintain all its depository and operating accounts with Bank and its primary investment accounts with Bank or Bank’s affiliates; provided that SendGrid UK Ltd., a Borrower’s UK Subsidiary, may maintain an account in UK for the purpose of funding all existing and future foreign operations, subject to the restriction that the aggregate amount on deposit in such account shall not exceed $300,000 at any time (the “UK Account”).
3. Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement. The Agreement, as amended hereby, shall be and remain in full force and effect in accordance with its respective terms and hereby is ratified and confirmed in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Bank under the Agreement, as in effect prior to the date hereof. Borrower ratifies and reaffirms the continuing effectiveness of all agreements entered into in connection with the Agreement.
4. Borrower represents and warrants that the representations and warranties contained in the Agreement are true and correct in all respects as of the date of this Amendment (provided, however, that those representations and warranties expressly referring to another date shall be true, correct and complete in all respects as of such date).
5. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument.
6. As a condition to the effectiveness of this Amendment, Bank shall have received, in form and substance satisfactory to Bank, the following:
(a) this Amendment, duly executed by Borrower;
(b) payment of all Bank Expenses, including Bank’s expenses for the documentation of this Amendment and any related documents, and any UCC, good standing or intellectual property search or filing fees, which may be debited from any of Borrower’s accounts; and
(c) such other documents and completion of such other matters, as Bank may reasonably deem necessary or appropriate.
Primary Depository. Subject to the provisions of Section 3.1(d) and 3.2(b), Borrower within 30 days of the Closing Date shall maintain all its depository and operating accounts with Bank and its primary investment accounts with Bank or Bank’s affiliates. Prior to maintaining any investment accounts with Bank’s affiliates, Borrower, Bank, and any such affiliate shall have entered into a securities account control agreement with respect to any such investment accounts, in form and substance satisfactory to Bank. Notwithstanding the foregoing, (a) Borrower or its German subsidiary may maintain depository and operating accounts in a German bank (the “German Accounts”), provided that the aggregate balance of the German Accounts shall not exceed $25,000 at any time, and (b) Borrower may maintain depository and operating accounts in an Australian bank for the payment of expenses related to clinical trials (the “Australian Accounts”). The aggregate balance of the Australian Accounts shall not exceed $500,000 for more than ten (10) Business Days in each month.
Examples of Primary Depository in a sentence
Primary Depository account(s) to be maintained at Investors Community Bank.
Borrower failed to comply with the Primary Depository covenant under Section 6.6 of the Loan Agreement at various times prior to the date of the Eleventh Amendment (collectively, the “Primary Depository Defaults”).
Primary Depository Relationships.................17 ARTICLE V - NEGATIVE COVENANTS................................................17 SECTION 501.
This will confirm that Bank hereby waives the Primary Depository Defaults.
More Definitions of Primary Depository
Primary Depository. Subject to the provisions of Section 3.1(k) and 3.2(b), prior to December 31, 2010, Borrower shall maintain all its depository and operating accounts with Bank and its primary investment accounts with Bank or Bank’s affiliates, until such time as any Borrower’s equity is publicly traded in an established securities market, in which case, Borrower may allocate any depository and investment accounts between Bank and other third party accounts.
Primary Depository. Subject to the provisions of Section 3.1(d) and 3.2(b), Borrower within 30 days of the Closing Date shall maintain all its depository and operating accounts with Bank and its primary investment accounts with Bank or Bank’s affiliates; provided that SendGrid UK Ltd., a Borrower’s UK Subsidiary, may maintain an account in UK for the purpose of funding all existing and future foreign operations, subject to the restriction that the aggregate amount on deposit in such account shall not exceed $100,000 at any time (the “UK Account”).
3. Section 6.7 of the Agreement is hereby amended and restated, as follows:
Primary Depository. Subject to the provisions of Section 3.1(k) and 3.2(b), prior to December 31, 2010, Borrower shall maintain all its operating accounts with Bank and at least 50% of Borrower’s total Cash shall be maintained in accounts with Bank.
8) Section 6.7 of the Agreement is hereby amended and restated, as follows:
Primary Depository. Subject to the provision of Section 3.2(b), Borrower shall maintain (i) all its depository and operating accounts with Bank and (ii) all its investment accounts with Bank or Bank’s affiliates; provided that prior to maintaining any investment accounts with Bank’s affiliates, Borrower, Bank, and any such affiliate shall have entered into a securities account control agreement with respect to any such investment accounts, in form and substance satisfactory to Bank. Notwithstanding the above, Borrower shall be permitted to maintain Cash in one or more accounts outside of Bank, without the requirement for control agreements, provided that the total aggregate amount of Cash maintained in such accounts does not exceed $[***] at any time.
3) The following defined terms are either added to, or are amended and restated in, Exhibit A to the Agreement, as follows:
Primary Depository. Subject to the provisions of Section 3.1(d) and 3.2(b), Borrower within 30 days of the Closing Date shall maintain all its depository and operating accounts with Bank and its primary investment accounts with Bank or Bank’s affiliates. Notwithstanding the above, Borrower shall be permitted to maintain an aggregate amount of 500,000 Canadian Dollars in one or more accounts at Royal Bank of Canada to be used for operating purposes of Celator Corp.
Primary Depository. Subject to the provisions of Section 3.2(b), Borrower shall maintain an amount equal to at least 40% of Borrower’s aggregate Cash in depository, operating, and investment accounts with Bank. Notwithstanding the foregoing, (i) Borrower shall have entered into deposit account control agreement or securities account control agreement with respect to any accounts maintained outside Bank (including any investment accounts maintained with Bank’s Affiliates) within 60 days following the Eighth Amendment Effective Date, and (ii) SendGrid UK Ltd., a Borrower’s UK Subsidiary, may maintain an account in UK for the purpose of funding all existing and future foreign operations, subject to the restriction that the aggregate amount on deposit in such account shall not exceed $300,000 at any time without an account control agreement satisfactory to Bank.
2) The following defined term is hereby added to Exhibit A to the Agreement, as follows:
Primary Depository. Borrower shall maintain (i} all its depository and operating accounts with Bank and (ii) all its investment accounts with Bank or Bank’s affiliates; provided that prior to maintaining any investment accounts with Bank’s affiliates, Borrower, Bank, and any such affiliate shall have entered into a securities account control agreement with respect to any such investment accounts, in form and substance satisfactory to bank. Notwithstanding the above, Borrower shall be permitted to maintain Cash in one or more accounts outside of Bank, without the requirement for control agreements, provided that the total aggregate amount of Cash maintained in such accounts does not exceed $[***] at any time.
3) Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement. The Agreement, as amended hereby, shall be and remain in full force and effect in accordance with its respective terms and hereby is ratified and confirmed in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Bank under the Agreement, as in effect prior to the date hereof. Borrower ratifies and reaffirms the continuing effectiveness of all agreements entered into in connection with the Agreement.
4) Borrower represents and warrants that the representations and warranties contained in the Agreement are true and correct as of the date of this Amendment.
5) This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument.