Qualified Cash Account means any deposit account or securities account that is subject to a Control Agreement in form and substance satisfactory to Lender and holds Qualified Cash.
Qualified Cash Account means any of (i) the securities account of Novelis Corporation maintained at X.X. Xxxxxx Securities LLC with account number 752-80404, (ii) the concentration account of Novelis Corporation maintained at Deutsche Bank Trust Company Americas New York with account number 00-000-000, (iii) each replacement account of any account specified in clause (i) or clause (ii) above approved by the Administrative Agent or (iv) any segregated qualified deposit account maintained by a Borrower for the purpose of receiving and maintaining deposits of Qualified Cash, in the case of clauses (i) through (iv), that (A) is located in the jurisdiction of organization of the Borrower that owns such account, any state of the United States or the District of Columbia, (B) is held at a depositary bank or securities intermediary that is the Collateral Agent, any Arranger, any of their respective Affiliates, or any other financial institution with the prior written consent of the Administrative Agent (such consent not to be unreasonably withheld or delayed), and (C) is at all times subject to a deposit account control agreement or securities account control agreement (or non-U.S. equivalent thereof) in favor of the Collateral Agent in form and substance reasonably satisfactory to the Collateral Agent, is free and clear of any pledge, security interest, Lien, claim or other encumbrance (other than in favor of (x) the Collateral Agent and, (y) on a junior priority basis, the applicable agent under the Term Loan Credit Agreement (or any Permitted Term Loan Facility Refinancing in respect thereof), the applicable agent or trustee under any Additional Senior Secured Indebtedness, the applicable agent or trustee in respect of any Junior Secured Indebtedness, and customary encumbrances in favor of the applicable depositary bank or securities intermediary), and which Qualified Cash is available for use by such Borrower without condition or restriction (except as set forth in such deposit account or securities account control agreement).
Examples of Qualified Cash Account in a sentence
Borrowers shall deposit all net cash proceeds of Collateral as Qualified Cash in a Qualified Cash Account subject to the right of Borrowers to withdraw such cash proceeds.
So long as the Qualified Cash Release Conditions are satisfied with respect to a Qualified Cash Account, the Administrative Agent shall, upon receipt of three Business Days’ prior written notice and a certificate of a Responsible Officer of the U.S. Borrower that the Qualified Cash Release Conditions are satisfied with respect to such Qualified Cash Account, permit the withdrawal of funds from such Qualified Cash Account.
All amounts maintained in the Qualified Cash Account shall be used by Borrowers only to repay the Obligations, which payments shall be applied in accordance with the terms of this Agreement.
Without the prior written consent of the Administrative Agent, Borrower shall not withdraw, or suffer to be withdrawn, from a Qualified Cash Account any amounts therein in violation of terms set forth in the definition of “Qualified Cash Account”.
Borrowers shall deposit all net cash proceeds of Collateral as Qualified Cash in a Qualified Cash Account subject to the right of Borrowers to withdraw such cash proceeds except during a Qualified Cash Activation Period.
More Definitions of Qualified Cash Account
Qualified Cash Account means, with respect to a Mortgage Loan, a segregated deposit or investment account or accounts established by the applicable Seller and approved by the Committed Buyer, as to which (i) all of a related Mortgagor’s right, title and interest in and to such account or accounts and any funds deposited therein are subject to a first priority, valid, subsisting, enforceable and perfected lien and security interest in favor of the Seller of such Mortgage Loan and its successors and assigns securing such Mortgage Loan, (ii) immediately prior to the sale of the related Mortgage Loan to a Buyer, a Seller is the sole owner and holder of such lien and security interest and has full right to transfer, pledge and assign such lien and security interest to a Buyer free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest (other than the interest of such Mortgagor therein in accordance with the terms of the Mortgage Loan), and (iii) following the sale of such Mortgage Loan to a Buyer hereunder, such Buyer will hold such lien and security interest free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest, (other than the interest of such Mortgagor therein in accordance with the terms of the Mortgage Loan and except any such security interest created pursuant to the terms of this Agreement).
Qualified Cash Account means the Bank Account of Xxxx-Xxxxx at Xxxxx Fargo Bank or any of its Affiliates in which the Qualified Cash is maintained.
Qualified Cash Account means a separate, pledged deposit account (which account has been identified by Borrower to, and is reasonably acceptable to, the Administrative Agent, and which shall not be the Designated LC Collateral Account) held by Bank of America, N.A. (or an affiliate of Bank of America, N.A.), located in the United States and denominated in Dollars, that is subject to an account control agreement reasonably acceptable to Administrative Agent, which gives Administrative Agent at all times exclusive access and control for withdrawal purposes to the exclusion of the Borrower and precluding the Borrower from withdrawing or otherwise giving any instructions in connection therewith and which may not be withdrawn without the Administrative Agent’s prior written consent (such consent not to be unreasonably withheld if (i) upon and after giving effect to such withdrawal, no Default or Event of Default shall have occurred and be continuing and (ii) immediately after such withdrawal (for clarification, including after giving effect to any recalculation of the Borrowing Base SECOND AMENDED AND RESTATED ABL CREDIT AGREEMENT upon giving effect to such withdrawal), Excess Availability would be not less than zero). Other than any interest earned on the investment of such deposits of cash collateral, which investments shall be made at the discretion of the Administrative Agent after consultation with and for the benefit of Borrower in accordance with the account documentation governing the Qualified Cash Account, to the extent not applied to the Obligations or any Banking Services Obligations during the continuance of an Event of Default in accordance with Section 2.18 and at the risk and expense of Borrower, such deposits of cash collateral shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such Qualified Cash Account.
Qualified Cash Account means any Deposit Account or Securities Account with Capital One or an Affiliate of Capital One and that is under the sole and exclusive control of, and subject to a Control Agreement in favor of, Agent, including under which Agent is the sole entitlement holder and the only Person authorized to give entitlement orders with respect thereto. “Qualified ECP Guarantor” means, in respect of any Swap Obligation under a Secured Rate Contract, each Credit Party that has total assets exceeding $10,000,000 at the time the relevant guarantee or grant of the relevant security interest becomes effective with respect to such Swap Obligation under a Secured Rate Contract or such other person as constitutes an “eligible contract participant” under the Commodity Exchange Act and can cause another person to qualify as an “eligible contract participant” at such time by entering into a keepwell under Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. “Rate Contracts” means swap agreements (as such term is defined in Section 101 of the Bankruptcy Code) designed to provide protection against fluctuations in interest or currency exchange rates and commodity prices and any other agreements or arrangements designed to provide such protection. “Real Estate” means any real property owned, leased, subleased or otherwise operated or occupied by any Credit Party or any Subsidiary of any Credit Party. “Register” as defined in Section 2.4(b). “Related Persons” means, with respect to any Person, each Affiliate of such Person and each director, officer, employee, agent, trustee, representative, attorney, accountant and each insurance, environmental, legal, financial and other advisor (including those retained in connection with the satisfaction or attempted satisfaction of any condition set forth in Article III) and other consultants and agents of or to such Person or any of its Affiliates. “Releases” means any release, threatened release, spill, emission, leaking, pumping, pouring, emitting, emptying, escape, injection, deposit, disposal, discharge, dispersal, dumping, leaching or migration of Hazardous Material into or through the environment. “Relevant Governmental Body” means the Federal Reserve Board or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board or the Federal Reserve Bank of New York, or any successor thereto.
Qualified Cash Account means account no. 4122091978 maintained at Xxxxx Fargo Bank, National Association for the account of Borrower (or such other account designated in writing by Agent and Borrower) with which cash equity capital contributions made by Sponsor (or such other Person(s) designated in writing by Sponsor and satisfactory to Agent as determined in good faith and in exercise of reasonable business judgment) to or for the benefit of Borrower and Guarantors are deposited and maintained, which cash equity capital contributions shall be used by Borrower only to repay the Obligations (or, prior to the Discharge of the First Lien Obligations, the First Lien Obligations) and shall be applied in accordance with the terms of this Agreement (or, prior to the Discharge of the First Lien Obligations, the First Lien Loan Agreement).
Qualified Cash Account means account no. 4122091978 maintained at Xxxxx Fargo for the account of Lighting Science (or such other account designated in writing by Agent and Lighting Science) with which cash equity capital contributions made by Sponsor (or such other Person(s) designated in writing by Sponsor and satisfactory to Agent as determined in good faith and in exercise of reasonable (from the perspective of an asset based secured lender) business judgment) to or for the benefit of Borrowers and Guarantors are deposited and maintained, which cash equity capital contributions shall be used by Borrowers only to repay the Obligations and shall be applied in accordance with the terms of this Agreement.
Qualified Cash Account means any deposit account or securities account that is subject to a control agreement in form and substance satisfactory to Agent and holds Qualified Cash.