ACCOUNTS AND COLLATERAL Clause Samples

ACCOUNTS AND COLLATERAL. Section 8.1 Collection of Money 140 Section 8.2 Collection Account 142 Section 8.3 Payment Account; Future Funding Reserve Account; Interest Reserve Account; Closing Expense Account 144 Section 8.4 Custodial Account 148 Section 8.5 Acquisition of Collateral Loans and Eligible Investments 149 Section 8.6 Release of Security Interest in Sold Collateral Loans and Eligible Investments; Release of Security Interests Upon Termination 150 Section 8.7 Method of Collateral Transfer 150 Section 8.8 Continuing Liability of the Borrower 152 Section 8.9 Reports 152 Section 9.1 Disbursements of Funds from Payment Account 154 Section 10.1 Sale of Collateral Loans 158 Section 10.2 Eligibility Criteria 161 Section 10.3 Conditions Applicable to all Sale and Purchase Transactions 161 Section 11.1 Temporary Disruption of the Benchmark 162 Section 11.2 Illegality 162 Section 11.3 Taxes 162 Section 11.4 Increased Cost and Reduced Return 167 Section 11.5 Replacement of Lenders 168 Section 12.1 Notices 170 Section 12.2 No Waivers 171 Section 12.3 Expenses; Indemnification 171 Section 12.4 Sharing of Set-Offs 172 Section 12.5 Amendments and Waivers; Permanent Discontinuance of SOFR and other Benchmarks; Benchmark Exculpation 173 Section 12.6 Successors and Assigns 177 Section 12.7 Collateral; QP Status 179 Section 12.8 Governing Law; Submission to Jurisdiction 180 Section 12.9 Marshalling; Recapture 180 Section 12.10 Counterparts; Integration; Effectiveness 180 Section 12.11 Waiver of Jury Trial 181 Section 12.12 Survival 181 Section 12.13 Domicile of Loans 181 Section 12.14 Limitation of Liability 181 Section 12.15 Recourse; Non-Petition 181 Section 12.16 Confidentiality 182 Section 12.17 [Reserved] 183 Section 12.18 Direction of Collateral Agent 183 Section 12.19 Borrowings/Loans Made in the Ordinary Course of Business 183 Section 12.20 Acknowledgement and Consent to Bail-In of Affected Financial Institutions 184 Section 12.21 PATRIOT Act 184 Section 12.22 Severability 184 Section 12.23 Electronic Signatures 185 Section 13.1 Assignment of Corporate Services Agreement and Sale and Contribution Agreement 185
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ACCOUNTS AND COLLATERAL. Section 8.1 Collection of Money 130133 Section 8.2 Collection Account 132134
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ACCOUNTS AND COLLATERAL. Collection of Money (a) Except as otherwise expressly provided herein, the Collateral Agent may demand payment or delivery of, and shall receive and collect, directly and without intervention or assistance of any fiscal agent or other intermediary, all Money and other property payable to or receivable by the Collateral Agent pursuant to this Agreement (other than amounts specifically required herein to be paid to the Administrative Agent), including, but not limited to, all payments or any other amounts due on the Collateral Loans and Eligible Investments, in accordance with the terms and conditions of such Collateral Loans and Eligible Investments. The Collateral Agent shall segregate and hold all such Money and property received by it in trust for the Lenders and shall apply it as provided in this Agreement. (b) All payments on the Collateral Loans and other Collateral shall be made directly to the Collateral Agent (at a bank in the United States), will be held in the Collection Account, and will be divided into Interest Proceeds (including Fee Proceeds) and Principal Proceeds. Such amounts shall be applied in accordance with the Priority of Payments and the terms of this Agreement. (c) The Borrower (or the Services Provider on behalf of the Borrower) will provide the Collateral Agent with a copy of each agreement under which the Borrower sells any interest in a Collateral Loan pursuant to Section 10.1. Upon receipt of written certification by the Borrower or the Services Provider (which may take the form of standing instructions with respect to a specified portion of all payments received on designated Collateral Loans) to the effect that specified amounts received by the Collateral Agent from an Obligor do not constitute Collections subject to this Agreement but are required by the terms of such a participation or assignment agreement to be paid by the Borrower to the purchaser of a participation interest sold by the Borrower or assignee of the Borrower, as the case may be, the Collateral Agent will disburse such amounts, as directed in such certificate. The Collateral Agent shall make such disbursements in accordance with such directions and shall have no obligation to monitor or verify the terms of any such arrangement. (d) The Custodian hereby agrees, with the Collateral Agent that (i) each of the Covered Accounts shall be a securities account or deposit account of the Borrower subject to the Lien of the Collateral Agent, (ii) all property (other th...
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ACCOUNTS AND COLLATERAL. 138 Section 8.1 Collection of Money .............................................................................138 Section 8.2 Collection Account ...............................................................................
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ACCOUNTS AND COLLATERAL. As to each Account (i) Customer is, at the time of purchase of each Account by ▇▇▇▇▇▇▇▇, the lawful owner of and has good and undisputed title to such Account; (ii) such Account is free from any Liens other than in favor of Wintrust or expressly permitted hereunder; (iii) each Account identified as an Eligible Account satisfies all the requirements of the definition of “Eligible Account”; (iv) such Account is an accurate and undisputed statement of indebtedness owed by Account Debtor to Customer for a certain sum which is due and payable in accordance with its terms; (v) such Account is for a bona fide sale, delivery and acceptance of merchandise of performance of services, all of which have been provided on a commercial basis and none of which are for personal, family or household purposes; (vi) all terms governing such Account are accurately reflected in the Supporting Documentation; (vii) Customer has the full legal right and authority to sell, assign and transfer each Account without conflict with any applicable law or other agreements and free and clear of all Liens other than in favor of ▇▇▇▇▇▇▇▇ or as expressly permitted hereunder; and (viii) each invoice representing such
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ACCOUNTS AND COLLATERAL. Section 8.1 Collection of Money 132 Section 8.2 Collection Account 134 Section 8.3 Payment Account; Future Funding Reserve Account; Interest Reserve Account; Closing Expense Account 137 Section 8.4 Custodial Account 140 Section 8.5 Acquisition of Collateral Loans and Eligible Investments 142 Section 8.6 Release of Security Interest in Sold Collateral Loans and Eligible Investments; Release of Security Interests Upon Termination 142 Section 8.7 Method of Collateral Transfer 143 Section 8.8 Continuing Liability of the Borrower 144 Section 8.9 Reports 145 Section 9.1 Disbursements of Funds from Payment Account 146 Section 10.1 Sale of Collateral Loans 150 Section 10.2 Eligibility Criteria 153 Section 10.3 Conditions Applicable to all Sale and Purchase Transactions 153 Section 11.1 Temporary Disruption of Term SOFR 154 Section 11.2 Illegality 154 Section 11.3 Taxes 154 Section 11.4 Increased Cost and Reduced Return 158 Section 11.5 Replacement of Lenders 160 Section 11.6 Benchmark Replacement; Conforming Changes 162
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ACCOUNTS AND COLLATERAL. Section 8.1 Collection of Money 132151
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ACCOUNTS AND COLLATERAL 
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Related to ACCOUNTS AND COLLATERAL

  • Collateral Each of the Banks represents to the Agent and each of the other Banks that it in good faith is not relying upon any "margin stock" (as defined in Regulation U) as collateral in the extension or maintenance of the credit provided for in this Agreement.

  • Accounts and Chattel Paper (a) The names of the obligors, amounts owing, due dates and other information with respect to its Accounts and Chattel Paper are and will be correctly stated in all records of the Grantor relating thereto and in all invoices and Collateral Reports with respect thereto furnished to the Collateral Agent by such Grantor from time to time. As of the time when each Account or each item of Chattel Paper arises, such Grantor shall be deemed to have represented and warranted that such Account or Chattel Paper, as the case may be, and all records relating thereto, are genuine and in all respects what they purport to be. (b) With respect to its Accounts, except as specifically disclosed on the most recent Collateral Report, (i) all Accounts are Eligible Accounts; (ii) all Accounts represent bona fide sales of Inventory or rendering of services to Account Debtors in the ordinary course of such Grantor’s business and are not evidenced by a judgment, Instrument or Chattel Paper; (iii) there are no setoffs, claims or disputes existing or asserted with respect thereto and such Grantor has not made any agreement with any Account Debtor for any extension of time for the payment thereof, any compromise or settlement for less than the full amount thereof, any release of any Account Debtor from liability therefor, or any deduction therefrom except a discount or allowance allowed by such Grantor in the ordinary course of its business for prompt payment or as are generally offered in the industry by competitors of such Grantor in the applicable markets and in each case as disclosed to the Collateral Agent; (iv) to such Grantor’s knowledge, there are no facts, events or occurrences which in any way impair the validity or enforceability thereof or could reasonably be expected to reduce the amount payable thereunder as shown on such Grantor’s books and records and any invoices, statements and Collateral Reports with respect thereto; (v) such Grantor has not received any notice of proceedings or actions which are threatened or pending against any Account Debtor which might result in any adverse change in such Account Debtor’s financial condition; and (vi) such Grantor has no knowledge that any Account Debtor is unable generally to pay its debts as they become due. (c) In addition, with respect to all of its Accounts, (i) the amounts shown on all invoices, statements and Collateral Reports with respect thereto are actually and absolutely owing to such Grantor as indicated thereon and are not in any way contingent; (ii) no payments have been or shall be made thereon except payments immediately delivered to a Blocked Account, Lockbox or a Collateral Deposit Account as required pursuant to Section 7.1; and (iii) to such Grantor’s knowledge, all Account Debtors have the capacity to contract.

  • Security Interest and Collateral To secure the payment and performance of the Obligations, Borrower hereby grants Lender a security interest (herein called the "Security Interest") in the following Collateral, whether now owned or hereafter acquired by Borrower and wherever located, and all products and proceeds thereof: (a) Crops, whether annual or perennial, whether grown, growing or to be grown, and whether harvested or unharvested, the products and proceeds thereof and stored grain (including all of the foregoing designated as inventory) and any negotiable or nonnegotiable documents, scale tickets and the like resulting from the storage thereof; also seed, fertilizer, chemicals, and other supplies used or produced by Borrower in farming operations; also accounts, contract rights (including proceeds from insurance policies covering the other Collateral), instruments, documents and general intangibles, whether now owned or hereafter acquired and wherever located; hedging and commodity accounts or agreements, now or hereafter or in effect, together with all rights in and to such accounts or agreements and all payments due or to become due thereunder. (b) Livestock (including livestock in gestation) and their young, products and proceeds and progeny thereof and produce thereof, including all livestock designated as inventory; also feed, medicines and other supplies used or produced by Borrower in farming operations; also accounts, contract rights (including proceeds from insurance policies covering the other Collateral), instruments, documents and general intangibles, whether now owned or hereafter acquired and wherever located; hedging and commodity accounts or agreements, now or hereafter or in effect, together with all rights in and to such accounts or agreements and all payments due or to become due thereunder. (c) All of Borrower’s equipment and machinery, and all accessions and attachments thereto and replacements and substitutions therefore (the Equipment). Borrower shall not remove any of the Collateral from locations disclosed in this Agreement, nor sell, convey or encumber said Collateral, provided, however, that Borrower may sell said Collateral or any part thereof if, and only if: (i) the proceeds of such sale are made payable jointly to Lender and Borrower if requested by ▇▇▇▇▇▇, it being specifically understood and agreed that all Obligations secured by the Collateral to the extent of the sale price shall be due and payable at the time of such sale; and (ii) Borrower sells the Collateral only to buyers listed on the Credit Application if required pursuant to the terms of Subsection 2(c) below.

  • Accounts and Records The accounts and records maintained by ALPS shall be the property of the Fund. ALPS shall prepare, maintain and preserve such accounts and records as required by the 1940 Act and other applicable securities laws, rules and regulations. ALPS shall surrender such accounts and records to the Fund, in the form in which such accounts and records have been maintained or preserved, promptly upon receipt of instructions from the Fund. The Fund shall have access to such accounts and records at all times during ALPS’ normal business hours. Upon the reasonable request of the Fund, copies of any such books and records shall be provided by ALPS to the Fund at the Fund’s expense. ALPS shall assist the Fund, the Fund’s independent auditors, or, upon approval of the Fund, any regulatory body, in any requested review of the Fund’s accounts and records, and reports by ALPS or its independent accountants concerning its accounting system and internal auditing controls will be open to such entities for audit or inspection upon reasonable request. ALPS or its undersigned as defined by Rule 17a-4 of the Securities and Exchange Act (the “Exchange Act”), shall have access to all electronic communications, including password access to the system storing the electronic communications, of registered representatives of ALPS that are associated with the Fund and are required to be maintained under Rule 17a-4 of the Exchange Act and FINRA Rules 3110 and 3010. Electronic storage media maintained by the Fund will comply with Rule 17a-4 of the Exchange Act.

  • Deposit Accounts and Securities Accounts Set forth on Schedule 4.15 (as updated pursuant to the provisions of the Security Agreement from time to time) is a listing of all of the Loan Parties’ and their Subsidiaries’ Deposit Accounts and Securities Accounts, including, with respect to each bank or securities intermediary (a) the name and address of such Person, and (b) the account numbers of the Deposit Accounts or Securities Accounts maintained with such Person.