Common use of Certain Deposit Accounts Clause in Contracts

Certain Deposit Accounts. Without limiting the provisions of Sections 6.03 and 9.05(ii), none of the Credit Parties will maintain a Lockbox Account or a Deposit Account (as defined in the Security Agreement) in which the Credit Parties hold more than an average daily balance of $100,000 measured on a rolling trailing thirty (30) day basis for the Credit Parties (on an individual basis), unless such Lockbox Account or Deposit Account is (x) subject to a “control agreement” referred to in Section 3.9 of the Security Agreement or (y) otherwise under the “control” (within the meaning of Section 9-104 of the New York UCC) of the Collateral Agent. In addition, no Intercompany Secured Obligor Subsidiary shall maintain a Lockbox Account or a Deposit Account unless such Lockbox Account or Deposit Account is subject to a perfected security interest in favor of a Credit Party, to secure payment of the obligations under the applicable Intercompany Secured Note. Notwithstanding anything herein to the contrary, this Section 8.17 shall not apply to any Deposit Accounts located in jurisdictions outside the United States, provided that the average daily balance in all such Deposit Accounts not subject to a control agreement or perfected security interest in such jurisdictions shall not exceed at any time the sum of $5,000,000 plus the aggregate amount of trade payables due in such jurisdictions within sixty (60) days of the date of determination.