Account Control Agreement - 范本

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ACCOUNT CONTROL AGREEMENT

 

PARTIES:

Pokagon Band of Potawatomi Indians ("Band")
Lakes Gaming, Inc. ("Lakes")
Firstar Bank of Minnesota, N. A. ("Bank")

Background

Lakes has granted Band a security interest pursuant to a Pledge and Security Agreement of near or even date (the "Security Agreement") in a securities account maintained by Bank for Lakes, and in all related property. The parties are entering into this agreement to perfect Band's security interest in that account and those assets.

 

AGREEMENT

1. The Account.

Bank represents and warrants to Band that:

a. Bank maintains account number (xxxxxxx) (the "Account") for Lakes under the name "Pokagon Collateral Account."

b. Lakes has deposited$20,900,000 in the Account, subject to this Control Agreement.

c. Lakes shall make such further deposits into the Account as may be required under the Agreements, including without limitation such amounts as are needed to maintain a$2,000,000 balance in the Account in accordance with ss. 8.2 of the Development Agreement.

d. Bank does not know of any claim to or interest in the Account, except for claims and interests of the parties referred to in this Agreement.

2. Definitions.

a. The following terms shall have the indicated meanings:

"AWARD" means the award of an arbitrator relating to the Account in an arbitration conducted in accordance with Article 14 of the Development Agreement.

"BAND ACCOUNT" means a bank account in the name of the Band on which Lakes does not have signatory authority, which account is designated by the Band pursuant to ss. 13 (a) of this Agreement to receive transfers from the Account on account of the Transition Loan and the Non-Gaming Acquisition Line of Credit and$900,000 of the Signing Fee.

"BAND NOTIFICATION OF EXCLUSIVE CONTROL" means a Band Notification of Lakes Default or a Band Notification of Termination.

"BAND NOTIFICATION OF LAKES DEFAULT" means notification by the Band to Bank that (a) a Manager Event of Default or a Lakes Event of Default has occurred under the Agreements and is continuing; (b) either (i) the time for Lakes to demand arbitration under the Agreements has expired, or (ii) Lakes timely demanded arbitration, and the arbitrator's award has found that a Manager Event of Default or a Lakes Event of Default has occurred; and (c) the Band is entitled to payment of the property in the Account to the extent specified therein. The Band Notification of Lakes Default shall be in the form attached hereto as Exhibit A.

"BAND NOTIFICATION OF TERMINATION" means notification by the Band to Bank that (a) the Agreements have been terminated; (b) either (i) the time for Lakes to demand arbitration under the Agreements has expired, or (ii) Lakes timely demanded arbitration, and the arbitrator's award has confirmed that termination; and (c) the Band is entitled to payment from the property in the Account to the extent specified therein. The Band Notification of Termination shall be in the form attached hereto as Exhibit B.

 

详细内容见附件

附件:

1.
Account Control Agreement - Pokagon Band of Potawatomi Indians, Lakes Gaming Inc. and Firstar Bank of Minnesota NA (Jul 8, 1999).docx 下载
发布于 2021-12-01 14:28:58
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