Common use of Lockbox System Clause in Contracts

Lockbox System. (i) The Company has established pursuant to the Control Agreements for the benefit of the Collateral Agent, on behalf of the Secured Parties, a system of lockboxes and related deposit accounts as described in Section 2.14 (the “Lockbox System”) into which all Collections (including Principal Collections and Finance Charge Collections) shall be deposited. (ii) The Company shall not establish any new lockbox or lockbox arrangement without consent of the Collateral Agent in its sole discretion, and prior to establishing any such new lockbox or lockbox arrangement, the Company shall cause each bank or financial institution with which it seeks to establish such a lockbox or lockbox arrangement to enter into a control agreement with respect thereto. In the case of any control agreement with any such bank or financial institution that is a Lender, such control agreement shall be subject to the provisions of this Agreement regarding setoffs. (iii) Without the prior written consent of the Requisite Lenders, the Company shall not, in a manner adverse to the Lenders, (A) change the general instructions given to the Servicer in respect of payments on account of Underlying Receivables to be deposited in the Lockbox System or (B) change any instructions given to any bank or financial institution which in any manner redirects the proceeds of any collections in the Lockbox System to any account which is not a Controlled Account. (iv) The Company acknowledges and agrees that (A) the funds on deposit in the Lockbox System shall continue to be collateral security for the Obligations secured thereby, and (B) upon the occurrence and during the continuance of an Event of Default, the funds on deposit in the Lockbox System shall be applied as provided in Section 2.13.

Lockbox System. (i) The Company Borrower has established established, or has caused the Servicer to establish, pursuant to the Control Agreements for the benefit of the Collateral Agent, on behalf of the Secured Parties, a system of lockboxes lockbox (the “Lockbox”) and related deposit accounts Lockbox Account as described in Section 2.14 2.12 (the “Lockbox System”) into which all Collections (including Principal Collections and Finance Charge Collections) shall be deposited. (ii) The Company Borrower shall not establish any new lockbox or lockbox arrangement without consent of the Collateral Agent Lead Agents in its their sole discretion, and prior to establishing any such new lockbox or lockbox arrangement, the Company Borrower shall cause each bank or financial institution with which it seeks to establish such a lockbox or lockbox arrangement to enter into a control agreement with respect thereto. In the case of any control agreement with any such bank or financial institution that is a Lender, such control agreement shall be subject to the provisions of this Agreement regarding setoffs. (iii) Without the prior written consent of the Requisite LendersLead Agents, the Company Borrower shall not, in a manner adverse to the Lenders, (A) change the general instructions given to the Servicer in respect of payments on account of Underlying Receivables to be deposited in the Lockbox System or (B) change any instructions given to any bank or financial institution which in any manner redirects the proceeds of any collections in the Lockbox System to any account which is not a Controlled Collection Account. (iv) The Company Borrower acknowledges and agrees that (A) the funds on deposit in the Lockbox System shall continue to be collateral security for the Obligations secured thereby, and (B) upon the occurrence and during the continuance of an Event of Default, the funds on deposit in the Lockbox System shall be applied as provided in Section 2.132.11 and (C) the Control Agreements will provide that all funds in the Lockbox will be swept daily into the Collection Account.

Lockbox System. (i) The Company Borrower has established established, or has caused the Servicer to establish, pursuant to the Control Agreements for the benefit of the Collateral Agent, on behalf of the Secured Parties, a system of lockboxes lockbox and related deposit accounts Lockbox Account as described in Section 2.14 2.12 (the “"Lockbox System”") into which all Collections (including Principal Collections and Finance Charge Collections) shall be deposited. (ii) The Company Borrower shall not establish any new lockbox or lockbox arrangement without consent of the Collateral Agent Lead Agents in its their sole discretion, and prior to establishing any such new lockbox or lockbox arrangement, the Company Borrower shall cause each bank or financial institution with which it seeks to establish such a lockbox or lockbox arrangement to enter into a control agreement with respect thereto. In the case of any control agreement with any such bank or financial institution that is a Lender, such control agreement shall be subject to the provisions of this Agreement regarding setoffs. (iii) Without the prior written consent of the Requisite LendersLead Agents, the Company Borrower shall not, in a manner adverse to the Lenders, (A) change the general instructions given to the Servicer in respect of payments on account of Underlying Receivables to be deposited in the Lockbox System or (B) change any instructions given to any bank or financial institution which in any manner redirects the proceeds of any collections in the Lockbox System to any account which is not a Controlled Collection Account. (iv) The Company Borrower acknowledges and agrees that (A) the funds on deposit in the Lockbox System shall continue to be collateral security for the Obligations secured thereby, and (B) upon the occurrence and during the continuance of an Event of Default, the funds on deposit in the Lockbox System shall be applied as provided in Section 2.132.11 and (C) the Control Agreements will provide that all funds in the Lockbox will be swept daily into the Collection Account.