Extract to table

Unless otherwise defined herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in the Credit Agreement

Upon receipt by the Depositary Bank of an Activation Notice from the Secured Party: (a) the Depositary Bank shall immediately and without further inquiry cease to comply with any and all instructions originated by or on behalf of the Debtor regarding the disposition of funds in the Account; (b) the Depositary Bank shall comply solely and exclusively with instructions originated by the Secured Party (or any Person designated by the Secured Party in writing) regarding the disposition of funds in the Account, including instructions to transfer, withdraw, or apply funds in the Account as directed by the Secured Party; (c) the Depositary Bank shall not permit the Debtor, or any Person acting on behalf of the Debtor, to withdraw, transfer, or otherwise dispose of any funds in the Account without the prior written consent of the Secured Party; and (d) the Depositary Bank shall promptly confirm receipt of the Activation Notice to the Secured Party in writing (which may be by email to the address set forth in Section 14)

The Depositary Bank shall be entitled to rely conclusively on any Activation Notice that appears on its face to be duly executed by an authorized officer of the Secured Party

An Activation Notice shall be deemed effective upon receipt by the Depositary Bank at the address or email address set forth in Section 14, regardless of the method of delivery

If delivered by electronic mail, the Activation Notice shall be effective upon transmission, provided that the Secured Party shall use commercially reasonable efforts to confirm receipt with the Depositary Bank by telephone within two (2) Business Days following transmission

The Depositary Bank shall be entitled to rely on an Activation Notice delivered by electronic mail pending receipt of the original or a hard copy thereof