Waterfall Account definition

Waterfall Account. A segregated non-interest bearing account established at Deposit Account Bank, in the name of Seller, pledged to Buyer and subject to a Controlled Account Agreement.

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Waterfall Account. The separate trust account established by Buyer and maintained pursuant to this Agreement for the benefit of Buyer, into which all Income on or in respect of the Purchased Assets and Underlying assets shall be deposited by an Interim Servicer or Servicer, as applicable. The Waterfall Account shall be established at the Account Bank with the account number with the account number to be provided by Buyer after the Closing Date.

Waterfall Account. The deposit account, established at Waterfall Account Bank, in the name of Seller, pledged to Buyer, as described on Annex 2 and subject to a Controlled Account Agreement.

Examples of Waterfall Account in a sentence

• All Income received by Seller, Buyer, any Servicer or Waterfall Account Bank in respect of the Purchased Assets, shall be deposited, subject to the applicable provisions of the Servicing Agreement, directly into the Waterfall Account within two (2) Business Days of receipt thereof and shall be applied to and remitted by Waterfall Account Bank in accordance with this Article 5.

• Buyer shall have sole dominion and control (including, without limitation, “control” within the meaning of Section 9-1049-104(a) of the UCC) over the Waterfall Account pursuant to the terms of the applicable Controlled Account Agreement or Cash Management Agreement.

• Seller shall have no rights in, rights of withdrawal from, or rights to give notices or instructions regarding ▇▇▇▇▇’s account or the Waterfall Account.

• Notwithstanding anything to the contrary set forth in this Article 5, during any period that any Cash Sweep Trigger Event, Collateral Diversity Test Failure or Sequential Pay Trigger Event has occurred and is continuing, all Income in the Waterfall Account being disbursed pursuant to Section 5.02 and/or Section 5.03 shall be held on deposit after application of clause fifth of Section 5.02 and Section 5.03 until the Global Remittance Date at which point any such funds shall be disbursed under clause sixth.

• Seller shall and, pursuant to Irrevocable Redirection Notices or otherwise cause the Underlying Obligors under the Purchased Assets and all other applicable Persons to, deposit all Income in respect of the Purchased Assets into the Waterfall Account in accordance with Section 5.01 hereof on the day the related payments are due.

More Definitions of Waterfall Account

Waterfall Account means the segregated account established by Borrowers at the Facility Bank exclusively for the benefit of Lender, into which Income on deposit in Borrower Operating Account will be deposited as required by Section 5(a), and which shall be subject to the Account Control Agreement.

Waterfall Account. A segregated account established at the Waterfall Account Bank, in the name of, and for the benefit of, Buyer.

Waterfall Account means that certain deposit account in the name of the Company maintained at with account number and any replacement accounts thereof, or, following the occurrence and during the continuation of an Event of Default, such other deposit account designated from time to time by Administrative Agent in a written notice to Borrower.

Waterfall Account means a segregated interest bearing account, in the name of QRS Seller for the benefit of Buyer, established at the Depository and subject to the Blocked Account Agreement.

Waterfall Account shall have the meaning specified in Article 5(c).

Waterfall Account. (3)), or in accordance with any other instructions that may be delivered to Servicer by Buyer or its designee: Bank: ▇▇▇▇▇ Fargo Bank, National Association ABA #: [ ] Acct #: [ ] Acct Name: [ ] Under no circumstances will Servicer remit any such amounts in accordance with any instructions delivered to Servicer by either Seller or any other Person (other than Buyer or Buyer’s designee), without Buyer’s prior written consent. Servicer further agrees, upon their receipt of written notification (a “Default Notice”), from Buyer that an Event of Default has occurred and is continuing under the Repurchase Agreement (a “Seller Event of Default”), that, solely with respect to the Purchased Assets (i) Buyer or its designee shall assume all of the rights (but none of the duties and obligations) of Seller under the Servicing Agreement, except as otherwise provided herein, (ii) Servicer shall follow the instructions of Buyer or its designee with respect to the Purchased Assets and deliver to Buyer or its designee any information with respect to the Purchased Assets reasonably requested by Buyer or its designee and in accordance with the obligations of Servicer under the Servicing Agreement, (iii) Servicer shall not follow any instructions received from either Seller or any other Person (other than Buyer or Buyer’s designee) with respect to the Purchased Assets, (iv) Buyer may, in its sole discretion, sell its right to the Purchased Assets on a servicing released basis, and (v) Servicer shall treat this instruction letter as a separate and distinct servicing agreement between Servicer and Buyer (incorporating the terms of the Servicing Agreement by reference), subject to no setoff or counterclaims arising in Servicer’s favor (or the favor of any third party claiming through Servicer) under any other agreement or arrangement between Seller and Servicer or otherwise. Notwithstanding anything to the contrary herein or in the Servicing Agreement, in no event shall Buyer be liable for any fees, indemnities, costs, reimbursements or expenses incurred by Servicer or Seller, or any of their respective Affiliates, or otherwise owed to Servicer or Seller, or any of their respective Affiliates, at any time. Servicer may rely and shall be protected in acting or refraining from acting upon any notice, request, consent, order, certificate, report, opinion or document (including, but not limited to, electronically confirmed facsimiles thereof) believed by it to be genuine and to have ...

Waterfall Account. (“WA”) and a “Multi-Purpose Account” (“MPA”), which shall each be subject to a DACA and under the control of the Lenders for the purpose of perfecting a security interest therein. • All of Borrower’s subsidiaries will direct distributions into the MPA • With respect to the net proceeds of individual asset sales actually received by the Borrower, amounts below $5 million will be deposited into the MPA, and amounts equal to and greater than $5 million will be deposited into the WA whereby. In each case, the Borrower will have the option to exercise the Asset Sale Proceeds Sharing mechanism • Cash will be run through the WA quarterly. The Borrower shall cause enough funds on deposit in the MPA to be run through the WA to pay the items listed in clauses (i) through (v) below. • Waterfall Account (WA) i. Administrative expenses of Borrower entity ii. All fees, costs, charges and expenses due to the Lenders and Administrative Agent iii. To the Lenders, TL Interest iv. To the Lenders, TL Mandatory Amortization v. To the Lenders, to satisfy all Mandatory Prepayments and Turbo Amortization vi. To the Lenders, any Optional Prepayments vii. To SEC, Minimum Parent Distributions (unless an Event of Default has occurred and is continuing) viii. To SEC, Additional Parent Distributions (unless an Event of Default has occurred and is continuing) [***] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.