Common use of Account Covenants Clause in Contracts

Account Covenants. Except as otherwise provided in this subsection 6.8, Debtor shall continue to collect, at its own expense, all amounts due or to become due Debtor under the Accounts. In connection with such collections, Debtor may take (and, at Agent's direction, shall take) such action as Debtor or Agent may deem necessary or advisable to enforce collection of the Accounts; PROVIDED, that Agent shall have the right at any time after the occurrence and during the continuation of an Event of Default to: (a) notify the customers or obligors under any Account of the assignment of such Account to Agent, for the benefit of Agent and the Lenders, and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation of an Event of Default (i) all amounts and proceeds (including Instruments) received by Debtor with respect to the Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of Debtor and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) pursuant to Section 7 and (ii) Debtor shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially any customer or obligor thereof, or allow any credit or discount thereon without the prior consent of Agent.

Account Covenants. Except as otherwise provided in this subsection 6.8, each Debtor shall continue to collect, at its own expense, all amounts due or to become due to such Debtor under the Accounts. In connection with such collections, each Debtor may take (and, at Agent's direction, shall take) such action as such Debtor or Agent may reasonably deem necessary or advisable to enforce collection of the Accounts; PROVIDEDprovided, that Agent shall have the right at any time after the occurrence and during the continuation continuance of an Event of Default to: (a) notify the customers or obligors under any Account Accounts of the assignment of such Account Accounts to Agent, for the benefit Agent (on behalf of Agent and the Lenders, ) and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce b)enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation continuance of an Event of Default (i) all amounts and proceeds Proceeds (including Instruments) received by any Debtor with respect to the Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of such Debtor and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) to be held in the Collateral Account pursuant to Section 7 and (ii) no Debtor shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially partly any customer or obligor thereof, or allow any credit or discount thereon (other than discounts adjustments given in the ordinary course of business) without the prior consent of Agent, which consent shall not be unreasonably withheld, conditioned or delayed.

Account Covenants. Except as otherwise provided in this subsection ----------------- 6.8, Debtor each Borrower shall continue to collect, at its own expense, all amounts due or to become due Debtor such Borrower under the Accounts. In connection with such collections, Debtor each Borrower may take (and, after the occurrence and during the continuance of an Event of Default at Agent's direction, shall take) such action as Debtor such Borrower or Agent may deem necessary or advisable to enforce collection of the Accounts; PROVIDEDprovided, that Agent shall have the right at any time after the -------- occurrence and during the continuation of a Default or an Event of Default to: (a) notify the customers or obligors under any Account of the assignment of such Account to Agent, for the benefit of Agent and the Lenders, and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation of an Event of Default (i) all amounts and proceeds (including Instruments) received by Debtor any Borrower with respect to the Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of Debtor such or any Borrower and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) pursuant to Section 7 and (ii) Debtor no Borrower shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially any customer or obligor thereof, or allow any credit or discount thereon without the prior consent of Agent.

Account Covenants. Except as otherwise provided in this subsection ----------------- 6.8, each Debtor shall continue to collect, at its own expense, all amounts due or to become due Debtor under the Accounts. In connection with such collections, each Debtor may take (andand after the occurrence and during the continuance of an Event of Default, at Agent's direction, shall take) such action as such Debtor or Agent may deem necessary or advisable to enforce collection of the Accounts; PROVIDEDprovided, that Agent shall have the right at any -------- time after the occurrence and during the continuation of a Default or an Event of Default to: (a) notify the customers or obligors under any Account of the assignment of such Account to Agent, for the benefit of Agent and the Lenders, and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation of a Default or an Event of Default (iI) all amounts and proceeds (including Instruments) received by each Debtor with respect to the Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of such Debtor and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) pursuant to Section 7 and (ii) no Debtor shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially any customer or obligor thereof, or allow any credit or discount thereon without the prior consent of Agent.

Account Covenants. Except as otherwise provided in this subsection 6.8, Debtor Borrower shall continue to collect, at its own expense, all amounts due or to become due Debtor Borrower under the Accounts. In connection with such collections, Debtor Borrower may take (and, at Agent's direction, shall take) such action as Debtor Borrower or Agent may deem necessary or advisable to enforce collection of the Accounts; PROVIDEDprovided, that Agent shall have the right at any time after the occurrence and during the continuation of a Default or an Event of Default to: (a) notify the customers or obligors under any Account Accounts of the assignment of such Account Accounts to Agent, for the benefit Agent (on behalf of Agent and the Lenders, ) and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation of an Event of Default (i) all amounts and proceeds (including Instruments) received by Debtor Borrower with respect to the Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of Debtor Borrower and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) pursuant to be applied in accordance with Section 7 13 and (ii) Debtor Borrower shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially partly any customer or obligor thereof, or allow any credit or discount thereon without the prior consent of Agent.

Account Covenants. Except as otherwise provided in this subsection 6.86.5, Debtor shall continue to collect, at its own expense, all amounts due or to become due Debtor under the Accounts arising from the Collateral (the "Series Accounts") and apply such amounts as are so collected to the outstanding balances thereof. In connection with such collections, Debtor may take (and, at Agent's direction, shall take) such action as Debtor or Agent may deem necessary or advisable to enforce collection of the Series Accounts; PROVIDEDprovided, that Agent shall have the right at any time after the occurrence and during the continuation continuance of a Default or an Event of Default to: (a) notify the customers or obligors under any Account Series Accounts of the assignment of such Account Series Accounts to Agent, for the benefit of Agent and the Lenders, and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce collection of any such Series Accounts; and (c) adjust, settle or compromise the amount or payment of such Series Accounts. After the occurrence and during the continuation continuance of a Default or an Event of Default (i) all amounts and proceeds (including Instruments) Proceeds received by Debtor with respect to the Series Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of Debtor and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) pursuant to Section 7 and (ii) be deposited in the Collection Account. Debtor shall not adjust, settle or compromise the amount or payment of any Series Account, or release wholly or partially partly any customer or obligor thereof, or allow any credit or discount thereon (other than credits and discounts in the ordinary course of business and in amounts which are not material to Debtor) without the prior consent of Agent.

Account Covenants. Except as otherwise provided in ----------------- this subsection 6.8, Debtor each Grantor shall continue to collect, at its own expense, all amounts due or to become due Debtor such Grantor under the Accounts. In connection with such collections, Debtor each Grantor may take (and, at Agent's direction, shall use its best efforts to take) such action as Debtor such Grantor or Agent may deem reasonably necessary or advisable to enforce collection of the Accounts; PROVIDEDprovided, that Agent shall have the right at any time -------- after the occurrence and during the continuation of an Event of Default to: (a) notify the customers or obligors under any Account Accounts of the assignment of such Account Accounts to Agent, for the benefit Agent (on behalf of Agent and the Lenders, ) and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation of an Event of Default Default: (i) all amounts and proceeds (including Instruments) received by Debtor any Grantor with respect to the Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of Debtor Grantors and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) pursuant to be applied in accordance with Section 7 14; and (ii) Debtor no Grantor shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially any customer or obligor thereof, or allow any credit or discount thereon without the prior consent of Agent.

Account Covenants. Except as otherwise provided in this subsection 6.8, Debtor Borrower shall continue to collect, at its own expense, all amounts due or to become due Debtor to Borrower under the Accounts. In connection with such collections, Debtor Borrower may take (and, at Agent's direction, shall take) such action as Debtor Borrower or Agent may deem necessary or advisable to enforce collection of the Accounts; PROVIDED, that Agent shall have the right at any time after the occurrence and during the continuation of an Event of Default to: (a) notify the customers or obligors under any Account of the assignment of such Account to Agent, for the benefit of Agent and the Lenders, and to direct such customers or obligors to make payment of all amounts due or to become due directly to Agent; (b) enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation of an Event of Default (i) all amounts and proceeds (including Instruments) received by Debtor Borrower with respect to the Accounts shall be received in trust for the benefit of Agent (on behalf of Lenders), shall be segregated from other funds of Debtor Borrower and shall be forthwith paid over to Agent in the same form as so received (with any necessary endorsement) pursuant to Section 7 and (ii) Debtor Borrower shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially any customer or obligor thereof, or allow any credit or discount thereon without the prior consent of Agent.

Account Covenants. Except as otherwise provided in this subsection 6.8, Debtor Borrower shall continue to collect, at its own expense, all amounts due or to become due Debtor to Borrower under the Accounts and apply such amounts as are so collected to the outstanding balances of said Accounts. In connection with such collections, Debtor Borrower may take (and, at Agent's Lenders' direction, shall take) such action as Debtor Borrower or Agent Lenders may deem necessary or advisable to enforce collection of the Accounts; PROVIDEDprovided, that Agent Lenders shall have the right at any time after the occurrence and during the continuation continuance of a Default or an Event of Default to: (a) notify the customers or obligors under any Account Accounts of the assignment of such Account Accounts to Agent, for the benefit of Agent and the Lenders, Lenders and to direct such customers or obligors to make payment of all amounts due or to become due directly to AgentLenders; (b) enforce collection of any such Accounts; and (c) adjust, settle or compromise the amount or payment of such Accounts. After the occurrence and during the continuation continuance of a Default or an Event of Default (i) Default, all amounts and proceeds (including Instruments) received by Debtor Borrower with respect to the Accounts shall shall, if requested in writing by Lenders, be received in trust for the benefit of Agent (on behalf of Lenders), Lenders shall be segregated from other funds of Debtor Borrower and shall be forthwith paid over to Agent Lenders in the same form as so received (with any necessary endorsement) to be held in the Depository Accounts pursuant to Section 7 and (ii) Debtor or applied pursuant to Section 12. Borrower shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partially partly any customer or obligor thereof, or allow any credit or discount thereon (other than credits and discounts in the ordinary course of business and in amounts which are not material to Borrower) without the prior consent of AgentLenders.