Collateral Account Distributions. (a) On the Effective Date there shall be established and, at all times thereafter until this Pledge Agreement shall have terminated, there shall be maintained with the Collateral Agent at the office of the Collateral Agent's corporate trust division an account which shall be entitled the "Comdisco Collateral Account" (the "Collateral Account"). All moneys which are required by this Pledge Agreement to be delivered to the Collateral Agent while an Event of Default has occurred and is continuing and all proceeds of Sales of Collateral shall be deposited in the Collateral Account and held by the Collateral Agent as Collateral and applied in accordance with the terms of this Pledge Agreement. Upon the waiver or cure of any such Event(s) of Default, the Collateral Agent shall cause all funds on deposit in the Collateral Account (other than amounts representing Proceeds of Collateral sold or otherwise disposed of by the Collateral Agent pursuant to the terms hereof) to be forthwith paid over to the Pledgors. (b) The Collateral Agent shall invest and reinvest moneys on deposit in the Collateral Account at any time in any of the following (provided, in each case, that the Collateral Agent shall have a perfected, first priority security interest therein): (i) marketable obligations of the United States having a maturity of not more than three months from the date of acquisition; (ii) marketable obligations directly and fully guaranteed by the United States having a maturity of not more than three months from the date of acquisition; (iii) bankers' acceptances and certificates of deposit and other interest-bearing obligations issued by Citibank, N.A., Wells Fargo Bank Minnesota, National Association or any other b▇▇▇ ▇rganized under the laws of the United States or any state thereof with capital, surplus and undivided profits aggregating at least $100,000,000, in each case having a maturity of not more than three months from the date of acquisition; (iv) repurchase obligations with a term of not more than one day for underlying securities of the types described in clauses (i), (ii) and (iii) above entered into with Citibank, N.A., Wells Fargo Bank Minnesota, National Association or any other b▇▇▇ ▇eeting the qualifications specified in clause (iii) above; and (v) commercial paper rated at least A-1 or the equivalent thereof by Standard & Poor's, a division of the McGraw-Hill Companies, or P-1 or the equivalent thereof by Mood▇'▇ ▇▇▇▇▇▇▇rs Service, Inc. and maturing within six months ▇▇▇▇▇ ▇he date of acquisition; provided that unless an Event of Default has occurred and is continuing, the Collateral Agent shall not make any such investment except at the written direction of the Pledgors. All such investments and the interest and income received thereon and the net proceeds realized on the sale or redemption thereof shall be held in the Collateral Account. (c) All moneys held by the Collateral Account or received by the Collateral Agent shall, to the extent available for distribution (it being understood that the Collateral Agent may liquidate investments prior to maturity in order to make a distribution pursuant to this Section 10(b), be distributed as soon as reasonably practicable by the Collateral Agent in the following order of priority:
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Collateral Account Distributions. (a) On Upon the Effective Date receipt by the Collateral Agent of a Notice of Default, at the direction of the Required Secured Parties, there shall be established and, at all times thereafter until this Pledge Agreement shall have terminated, there shall be maintained with the Collateral Agent at the office of the Collateral Agent's corporate trust division , an account which shall be entitled the "Comdisco Guilford Mills Collateral Account" (the "Collateral Account"). All moneys which are ▇▇▇▇▇▇ ▇▇▇▇▇ ▇re required by this Pledge Agreement or the Security Documents to be delivered to the Collateral Agent while an Event a Notice of Default has occurred and is continuing and all proceeds in effect or which are received by the Collateral Agent or any agent or nominee of Sales the Collateral Agent in respect of Collateral the Collateral, whether in connection with the exercise of the remedies provided in this Agreement or the Security Documents or otherwise, while a Notice of Default is in effect, shall be deposited in the Collateral Account and thereafter shall be held by the Collateral Agent as part of the Collateral and applied in accordance with the terms of this Pledge Agreement. Upon the waiver or cure cancellation of any such Event(sNotice of Default pursuant to Section 2(b)(ii) of Defaulthereof, the Collateral Agent shall (subject to the first sentence of Section 8(d)) hereof cause all funds on deposit in the Collateral Account (other than amounts representing Proceeds of Collateral sold or otherwise disposed of by the Collateral Agent pursuant to the terms hereof) to be forthwith paid over to the PledgorsBorrower.
(b) All right, title and interest in and to the Collateral Account shall vest in the Collateral Agent, and funds on deposit in the Collateral Account shall constitute part of the Collateral. The Collateral Account shall be subject to the exclusive dominion and control of the Collateral Agent in accordance with the terms hereof.
(c) The Collateral Agent shall invest and reinvest moneys monies on deposit in the Collateral Account at any time in any upon the written instructions of the following (provided, Required Secured Parties in each case, that the Collateral Agent shall have a perfected, first priority security interest therein):
(i) marketable obligations of the United States having a maturity of not more than three months from the date of acquisition;
(ii) marketable obligations directly and fully guaranteed by the United States having a maturity of not more than three months from the date of acquisition;
(iii) bankers' acceptances and certificates of deposit and other interest-bearing obligations issued by Citibank, N.A., Wells Fargo Bank Minnesota, National Association or any other b▇▇▇ ▇rganized under the laws of the United States or any state thereof with capital, surplus and undivided profits aggregating at least $100,000,000, in each case having a maturity of not more than three months from the date of acquisition;
(iv) repurchase obligations with a term of not more than one day for underlying securities of the types described in clauses (i), (ii) and (iii) above entered into with Citibank, N.A., Wells Fargo Bank Minnesota, National Association or any other b▇▇▇ ▇eeting the qualifications specified in clause (iii) above; and
(v) commercial paper rated at least A-1 or the equivalent thereof by Standard & Poor's, a division of the McGraw-Hill Companies, or P-1 or the equivalent thereof by Mood▇'▇ ▇▇▇▇▇▇▇rs Service, Inc. and maturing within six months ▇▇▇▇▇ ▇he date of acquisition; provided that unless an Event of Default has occurred and is continuing, the Collateral Agent shall not make any such investment except at the written direction of the PledgorsCash Equivalents. All such investments and the interest and income received thereon and the net proceeds realized on the sale or redemption thereof shall be held in the Collateral AccountAccount as part of the Collateral.
(cd) All The Collateral Agent shall have the right (pursuant to Section 17 hereof) at any time to apply moneys held by it in the Collateral Account to the payment of due and unpaid Collateral Agent Fees. All remaining money held by the Collateral Agent in the Collateral Account or received by the Collateral Agent while a Notice of Default is in effect shall, to the extent available for distribution (it being understood that the Collateral Agent may liquidate investments prior to maturity in order to make a distribution pursuant to this Section 10(b)8), be distributed as soon as reasonably practicable by the Collateral Agent in the following order of priority:
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Sources: Credit, Security, Guaranty and Pledge Agreement (Guilford Mills Inc)