Notice of Exclusive Control. So long as the Securities Intermediary has not received a Notice of Exclusive Control (as defined below), the Securities Intermediary may, subject to paragraph (ii) below, comply with entitlement orders of the Lien Grantor or any duly authorized agent of the Lien Grantor in respect of the Account and any or all financial assets credited thereto. After the Securities Intermediary receives a written notice from the Secured Party that it is exercising exclusive control over the Account (a "Notice of Exclusive Control"), the Securities Intermediary will cease complying with entitlement orders of the Lien Grantor and any of its agents.
Notice of Exclusive Control. We hereby instruct you pursuant to the terms of that certain Control Agreement dated as of June 18, 2018, (as from time to time amended and supplemented, the "Control Agreement") among the undersigned, The Huntington National Bank (together with its successors and assigns), Foxby Corp. (the "Borrower") and you, as Custodian, that you (i) shall not follow any instructions or entitlement orders of Borrower in respect of the Collateral Account(s) or the Collateral assets held by you for Foxby Corp. (as each such capitalized term is defined in the Control Agreement), and (ii) unless and until otherwise expressly instructed by the undersigned, Custodian shall exclusively follow the entitlement orders and instructions of the undersigned in respect of the Collateral Account(s) or the Collateral Account(s) assets. Very truly yours, THE HUNTINGTON NATIONAL BANK By: Authorized Signatory cc: Foxby Corp. Midas Management Corporation Exhibit C [Bank letterhead] The Huntington National Bank 7 Easton Oval/EA4E95 Xxxxxxxx, Xxxx 00000 Attention: Xxxxx Xxxxxx The Huntington National Bank, (the "Bank"), hereby certifies that the persons whose names appear below are authorized to act on its behalf, including the authorization to give instructions, with respect to the Control Agreement among the undersigned, The Huntington National Bank (together with its successors and assigns), Foxby Corp. (the "Borrower") and you, as Custodian, dated as of June 18, 2018. The Bank further certifies that the true signature of each such person is set forth below opposite his/her name, and that Custodian may rely upon this certificate until such time as it receives another certificate bearing a later date and has had a reasonable opportunity to act thereon. NAME SIGNATURE Xxxxxx Xxxxxxxx _________________________ Xxxxx X. Xxxxxxxx _________________________ Xxxxxx Xxxxx _________________________ Xxx Xxxxx _________________________ THE HUNTINGTON NATIONAL BANK BY: TITLE: Senior Vice President
Notice of Exclusive Control. The Pledgor and Trustee are entering into this Agreement to perfect, and confirm the first priority lien of, the Trustee's Security Interest in the Collateral. The Account Holder agrees to promptly make all necessary entries or notations in its books and records to reflect the Trustee's Security Interest in the Collateral and to apply any value distributed on account of any Pledged Financial Assets as directed in writing by the Trustee without further consent from the Pledgor. The Account Holder acknowledges that the Trustee has exclusive control over the Pledged Account and all Pledged Security Entitlements contained therein from time to time.
Notice of Exclusive Control. The Issuing Lender shall not deliver a Notice of Exclusive Control (as defined in the Securities Account Control Agreement) under the Securities Account Control Agreement unless an Event of Default shall have occurred and be continuing.
Notice of Exclusive Control. Until Securities Intermediary receives a Notice of Exclusive Control from Secured Party, Securities Intermediary shall act upon any Oral or Written Instructions, including entitlement orders, [I.[originated solely by Pledgor ]] [II.[originated by Secured Party or Pledgor.]][III. [originated by Secured Party and Pledgor]] with respect to the transfer of Collateral from the Account. Secured Party may exercise sole and exclusive control of the Collateral at any time by delivering to Securities Intermediary a Notice of Exclusive Control. Upon receipt of a Notice of Exclusive Control, Securities Intermediary shall, without inquiry and in reliance upon such Notice, thereafter comply with Oral or Written Instructions (including entitlement orders) solely from Secured Party with respect to the transfer of Collateral from the Account. Secured Party represents, warrants and covenants to Pledgor and Securities Intermediary that Secured Party will only issue a Notice of Exclusive Control if Secured Party has determined in good faith that an event of default or other similar event has occurred under the Collateral Agreement which entitles Secured Party to exercise its rights as a secured party with respect to the Collateral in the Account. Securities Intermediary will have no liability to Secured Party or Pledgor for complying with a Notice of Exclusive Control or institutions (including entitlement orders) originated by Secured Party in connection therewith. Securities Intermediary will be fully protected in complying with a Notice of Exclusive Control (and any instructions, including entitlement orders, originated by Secured Party in connection therewith) whether or not Pledgor may allege that no rights of Secured Party exist to provide such instructions or to issue the Notice of Exclusive Control.
Notice of Exclusive Control. A written notice, in the form attached to the Control Agreement as Exhibit B, given by the Administrative Agent to the Custodian upon an Event of Default that the Administrative Agent is exercising sole and exclusive control of the Securities Account and the Pledged Collateral credited thereto.
Notice of Exclusive Control. Ladies and Gentlemen: As referenced in the Collateral Account Control Agreement, dated as of April 12, 2012, among Delos Aircraft Inc., as Pledgor, Bank of America N.A., as Collateral Agent for the Secured Parties, as Pledgee, and Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, as Securities Intermediary, we hereby give you notice of our exclusive control over securities account number 5X500A01 (the “Collateral Account”) and all financial assets credited thereto. You are hereby instructed not to accept any direction, instruction or entitlement order with respect to the Collateral Account or the financial assets credited thereto from any person other than the undersigned. You are hereby instructed to [deliver][invest] the financial assets in the Collateral Account and cash dividends, interest, income, earning, and other distributions received with respect thereto, as follows: [ ] Very truly yours, BANK OF AMERICA, N.A., as Collateral Agent By: Name: Title:
Notice of Exclusive Control. We hereby instruct you pursuant to the terms of that certain Control Agreement dated as of May 11, 2020 (as from time to time amended and supplemented, the “Control Agreement”) among the undersigned, Corporate Credit Facilities LLC (together with its successors and assigns, “Party B”) and you, as Custodian, that you (i) shall not follow any instructions or entitlement orders of the specific Party B listed above with respect to the Collateral Account or any financial assets or cash credited thereto or otherwise held by you for such Party B, and (ii) unless and until otherwise expressly instructed by the undersigned, shall exclusively follow the entitlement orders and instructions of the undersigned with respect to such Collateral Account, financial assets, cash or other property. Very truly yours, Federal Reserve Bank of New York By: Authorized Signatory cc: Federal Reserve Bank of New York, as Managing Member 00 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000-0000 Exhibit B TO CONTROL AGREEMENT AMONG CORPORATE CREDIT FACILITIES LLC, FEDERAL RESERVE BANK OF NEW YORK, AS SECURED PARTY, AND STATE STREET BANK AND TRUST COMPANY, AS CUSTODIAN DATED MAY 11, 2020 AUTHORIZED PERSONS FOR FEDERAL RESERVE BANK OF NEW YORK, AS SECURED PARTY State Street Bank and Trust Company is directed to accept and act upon written instructions or entitlement orders received from any one of the following persons at Party A: Name Telephone Number Signature
Notice of Exclusive Control. Notwithstanding anything to the contrary contained herein, the Collateral Agent hereby covenants and agrees (x) not to furnish to the Deposit Account Bank a Notice of Exclusive Control at any time no Default or Event of Default is then in existence and (y) to promptly revoke any Notice of Exclusive Control previously given to a Deposit Account Bank at such time as the underlying Default or Event of Default (and all other Defaults and Events of Default) are cured or waived in accordance with the terms of the Credit Agreement or the other Secured Debt Agreements, as applicable; provided that the liability of the Collateral Agent to the Assignor and any other Person for any failure to act as set forth above shall be limited as, and to the extent, provided in the Security Agreement. [Remainder of this page intentionally left blank; signature page follows] Annex G
Notice of Exclusive Control. The Securities Intermediary agrees that following its receipt from the Program Agent of a notice substantially in the form of Annex A hereto in accordance with Section 3(e) hereof (the “Notice of Exclusive Control”), the Securities Intermediary shall not, unless such Notice of Exclusive Control has been revoked in writing by the Program Agent, (i) sell, dispose of or encumber any Control Assets or release any Control Assets except pursuant to an entitlement order or instruction from the Program Agent, or (ii) follow any entitlement order or other instruction of the Borrower in respect of any Control Assets; provided, that in respect of any transaction involving any Control Asset which is in the process of being executed at the time of the Securities Intermediary’s receipt of a Notice of Exclusive Control in accordance with Section 3(e) hereof, the Securities Intermediary agrees to comply with this Section 3(f) within a reasonable amount of time. The Program Agent agrees on the date hereof and from time to time hereafter to provide the Securities Intermediary with a certificate in the form of Annex B hereto which sets forth the names and signatures of its representatives who are authorized to give the Securities Intermediary instructions, entitlement orders and instructions concerning the Collateral Accounts and the Pledged Collateral (the “Program Agent Authorized Representatives”). Until the Securities Intermediary has received a subsequent authorized representative certificate in the form of Annex B attached hereto from the Program Agent, the Securities Intermediary shall be entitled to conclusively rely on the last authorized representative certificate delivered to it by the Program Agent hereunder for the purpose of determining the authorized representatives of the Program Agent.
