Controlled Group Member. Controlled group member means the Employer and each member of a controlled group of corporations (as defined in [section 414(b)] of the Code and as modified by [section 415(h)] of the Code), all commonly controlled trades or businesses (as defined in [section 414(c)] of the Code and as modified by [section 415(h)] of the Code), affiliated service groups (as defined in [section 414(m)] of the Code) of which the Employer is a part and other organizations required to be aggregated for this purpose under [section 414(o)] of the Code.

Subject to any applicable time periods provided under [Schedule 3.6] to the Credit Agreement, each Grantor shall # establish and maintain cash management services of a type and on terms reasonably satisfactory to Agent at [[Wells Fargo:Organization]] or one or more of the other banks set forth on [Schedule 3] (each a "Controlled Account Bank"), and shall take reasonable steps to ensure that all of its Account Debtors forward payment of the amounts owed by them directly to a Collection Account at such Controlled Account Bank that is not an Excluded Account (each, a "Controlled Account") (by wire transfer to the applicable Controlled Account Bank or to a lockbox maintained by the applicable Controlled Account Bank for deposit into such Collection Account), and # deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof, all of their Collections (including those sent directly by their Account Debtors to a Grantor) and proceeds of Collateral into a Controlled Account.

Subject to any applicable time periods provided under [Schedule 3.6] to the Credit Agreement, each Grantor shall # establish and maintain cash management services of a type and on terms reasonably satisfactory to Agent at [[Wells Fargo:Organization]] or one or more of the other banks set forth on [Schedule 3] (each a "Controlled Account Bank"), and shall take reasonable steps to ensure that all of its Account Debtors forward payment of the amounts owed by them directly to a Collection Account at such Controlled Account Bank that is not an Excluded Account (each, a "Controlled Account") (by wire transfer to the applicable Controlled Account Bank or to a lockbox maintained by the applicable Controlled Account Bank for deposit into such Collection Account), and # deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof, all of their Collections (including those sent directly by their Account Debtors to a Grantor) and proceeds of Collateral into a Controlled Account.

Each Grantor shall # establish and maintain cash management services of a type and on terms reasonably satisfactory to Secured Party at one or more of the banks set forth on [Schedule 10] (each a "Controlled Account Bank"), and shall take reasonable steps to ensure that all of its and its Subsidiaries' Account Debtors forward payment of the amounts owed by them directly to such Controlled Account Bank, and # deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof, all of their Collections (including those sent directly by their Account Debtors to a Grantor) into a bank account of such Grantor (each, a "Controlled Account") at one of the Controlled Account Banks.

Transfer with Franchise and Within Controlled Group. A Member shall transfer to any Person who acquires from such Member by purchase, exchange, contract, or otherwise control (as described in the definition of Affiliate) of, all or any portion of such Member’s Territory a proportionate share of such Member’s Units. The determination by the President of the Company as to the number of Units to be so transferred shall be consistent with the method used to determine such Member’s Percentage Interest pursuant to [Section 2.1(c)] and shall be final and binding on the parties. Upon advance written notice to the Company, a Member may: # transfer all or any portion of such Member’s Units to an entity that both # holds a Coca-Cola Franchise, directly or indirectly, and # is a member of the same affiliated group (within the meaning of Section 1504(a) of the Code) as the Member or is owned wholly by one or more members of such affiliated group, and # cause any such entity described in clause (i) to transfer all or any portion of such Units back to the transferring Member or to any other entity described in clause (i).

Controlled Accounts. Agent shall have received duly executed deposit account control agreements with respect to the Controlled Accounts in form and substance satisfactory to Agent;

Controlled Accounts. Agent hereby agrees # with respect to the SPE Proceeds Accounts, to only deliver a Control Notice upon the occurrence and during the continuance of Full Cash Dominion, # with respect to the SPE Storage Account, to only deliver a Control Notice upon the occurrence and during the continuance of Full Cash Dominion and # with respect to any DDA, to only deliver a Control Notice upon the occurrence and during the continuance of Full Cash Dominion.

Except for Permitted Activities (Drug-Relatives Activities in accordance with all laws, both terms defined below), Tenant shall not engage in any Drug-Related Activities and shall prohibit any use or occupancy of the Premises for Drug-Related Activities. Without limiting the generality of the foregoing, Tenant shall # not enter into an assignment or sublease, consent or permit any assignment or sublease which allows Drug-Related Activities to occur in the Premises, other than the Permitted Activities for the Permitted Uses, and # expressly prohibit in any assignment or sublease any Controlled Substances Uses (defined below) and Drug-Related Activities on any portion of the Premises other than Permitted Activities for the Permitted Uses. Tenant shall not knowingly make any payments to the Landlord derived from Drug-Related Activities, other than Permitted Activities for the Permitted Uses. The provisions of this Section 13.2 are intended and shall apply notwithstanding any state or local law permitting the Controlled Substances Uses or Drug-Related Activities.

Controlled Accounts. Agent shall have received duly executed deposit account control agreements with respect to the Controlled Accounts in form and substance satisfactory to Agent;

No Group. The Company acknowledges that, to the Company’s knowledge, each Holder is acting independently in connection with this Agreement and the transactions contemplated hereby, and is not acting as part of a “group” as such term is defined under Section 13(d) of the Securities Act and the rules and regulations promulgated thereunder.