Common use of Establishment of Collection Accounts Clause in Contracts

Establishment of Collection Accounts. On or prior to the date hereof, the Borrower has and has caused each of its Subsidiaries to enter into and the Borrower shall and shall cause each of its Subsidiaries thereafter to maintain cash collection account arrangements 49 and/or similar arrangements for the concentration of their collection of Receivables included in the Collateral and other proceeds of Collateral into one or more Collection Accounts, in form and substance reasonably acceptable to the Collateral Agent, and in connection with such arrangements, the Borrower shall have entered into and shall thereafter maintain and shall cause its Subsidiaries to enter into and thereafter maintain in effect Collection Account Agreements for each of such Collection Accounts. Notwithstanding the foregoing, the Borrower and its Subsidiaries shall be permitted to maintain deposit accounts for the collection of Receivables which consist of minimum balance accounts subject to established arrangements pursuant to which the amounts on deposit in such accounts (other than a minimum balance of up to $5,000 per account which is permitted to remain therein) are automatically transferred (on a periodic basis acceptable to the Collateral Agent) to concentration accounts which are Collection Accounts and subject to a Collection Account Agreement (the "Permitted Sweep Accounts"). On or prior to the date hereof, the Borrower has and has caused its Subsidiaries to put in place arrangements so that their account debtors directly remit all payments on accounts receivable to the Collection Accounts or Permitted Sweep Accounts. Any collections received by the Borrower or any Subsidiary and not deposited in the Collection Accounts or Permitted Sweep Accounts, shall be deemed to have been received by the Borrower or such Subsidiary as the Collateral Agent's trustee and, upon the receipt thereof, the Borrower or shall transfer or cause the Subsidiary, as applicable, to transfer promptly all such amounts into a Collection Account or Permitted Sweep Account in their original form. All deposits in any Collection Account shall be remitted to the Borrower, its Subsidiaries, the Collateral Agent or as the Collateral Agent may direct, all in accordance with the provisions of the Collection Account Agreements.

Appears in 1 contract

Sources: Credit Agreement (Spartan Stores Inc)

Establishment of Collection Accounts. On or prior to Within ninety (90) days after the date hereof (or, in the case of any Subsidiary that becomes a Guarantor after the date hereof, within ninety (90) days after the Borrower has and has caused each of its Subsidiaries to enter into and date such Subsidiary becomes a Guarantor), the Borrower shall and shall cause have caused each of its Subsidiaries the Guarantors to have entered into and shall thereafter maintain (and cause the Guarantors to maintain maintain) lock-box services agreements, cash collection account arrangements 49 and/or similar arrangements for the concentration of their collection of Receivables included in the Collateral and other proceeds of Collateral into one or more Collection Accounts, in form and substance reasonably acceptable to the Collateral Agent, and in connection with such arrangements, the Borrower shall have entered into and caused each of the Guarantors to have entered into and shall thereafter maintain (and shall cause its Subsidiaries the Guarantors to enter into and thereafter maintain maintain) in effect Collection Account Agreements for each of such Collection Accounts. Notwithstanding Within ninety (90) days after the foregoingdate hereof (or, in the Borrower and its Subsidiaries shall be permitted to maintain deposit accounts for the collection case of Receivables which consist of minimum balance accounts subject to established arrangements pursuant to which the amounts on deposit in such accounts (other than any Subsidiary that becomes a minimum balance of up to $5,000 per account which is permitted to remain therein) are automatically transferred (on a periodic basis acceptable to the Collateral Agent) to concentration accounts which are Collection Accounts and subject to a Collection Account Agreement (the "Permitted Sweep Accounts"). On or prior to Guarantor after the date hereof, within ninety (90) days after the date such Subsidiary becomes a Guarantor), the Borrower has and has caused its Subsidiaries each of the Guarantors to put in place arrangements so that their account debtors its Account Debtors directly remit all payments on accounts receivable Receivables to the Collection Accounts (or Permitted Sweep Accountslock boxes established in connection therewith). Any of the foregoing collections received by the Borrower or any Subsidiary Guarantor and not deposited in the Collection Accounts or Permitted Sweep Accounts, shall be deemed to have been received by the Borrower or such Subsidiary and/or Guarantor as the Collateral Agent's trustee and, upon the receipt thereof, the Borrower or shall promptly transfer or cause the Subsidiary, as applicable, such Guarantor to promptly transfer promptly all such amounts into a Collection Account or Permitted Sweep Account in their original form. All deposits in any Collection Account shall be remitted to the Borrower, its Subsidiaries, the Collateral Agent or as the Collateral Agent may direct, all in accordance with the provisions of the Collection Account Agreements.

Appears in 1 contract

Sources: Credit Agreement (Precept Business Services Inc)