Common use of Account Covenants Clause in Contracts

Account Covenants. Except as otherwise provided in this subsection 5.19, such Debtor shall continue to collect, at its own expense, all amounts due or to become due such Debtor under the Accounts, except for settlements and uncollectible Accounts in the ordinary course of business. Debtor may use collection agents in this respect and may sell delinquent Accounts in the ordinary course of business. In connection with such collections, such Debtor may take (and, at the Security Trustee’s direction, shall take) such action as such Debtor may reasonably deem necessary or advisable to enforce collection of the Accounts; provided, that the Security Trustee 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 Accounts of the assignment of such Accounts to the Security Trustee and to direct such customers or obligors to make payment of all amounts due or to become due directly to the Security Trustee; (b) enforce collection of any such Accounts (to the exclusion of such Debtor, except as the Security Trustee may otherwise agree in writing); 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 such Debtor with respect to the Accounts shall be received in trust for the benefit of the Security Trustee on behalf of the Beneficiaries, shall be segregated from other funds of such Debtor and shall be forthwith paid over to the Security Trustee in the same form as so received (with any necessary endorsement) and (ii) such Debtor shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partly any customer or obligor thereof, or allow any credit or discount thereon, other than trade discounts granted in the ordinary course of business or with respect to immaterial Accounts, in each case, without the prior consent of the Security Trustee.

Account Covenants. Except as otherwise provided in this subsection 5.196.8, such Debtor shall continue to collect, at its own expense, all amounts due or to become due such Debtor under the Accounts, except for settlements and uncollectible Accounts in the ordinary course of business. Debtor may use collection agents in this respect and may sell delinquent Accounts in the ordinary course of business. In connection with such collections, such Debtor may take (and, at the Security Trustee’s Lender's direction, shall take) such action as such Debtor or Lender may reasonably deem necessary or advisable to enforce collection of the Accounts; provided, that the Security Trustee Lender 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 Accounts of the assignment of such Accounts to the Security Trustee Lender and to direct such customers or obligors to make payment of all amounts due or to become due directly to the Security TrusteeLender; (b) enforce collection of any such Accounts (to the exclusion of such Debtor, except as the Security Trustee may otherwise agree in writing)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 (including Instruments) received by such Debtor with respect to the Accounts shall be received in trust for the benefit of the Security Trustee on behalf of the BeneficiariesLender, shall be segregated from other funds of such Debtor and shall be forthwith paid over to the Security Trustee Lender in the same form as so received (with any necessary endorsement) to be held in the Collateral Account pursuant to Section 7 and (ii) such Debtor shall not adjust, settle or compromise the amount or payment of any Account, or release wholly or partly any customer or obligor thereof, or allow any credit or discount thereon, thereon (other than trade discounts granted given in the ordinary course of business or with respect to immaterial Accounts, in each case, business) without the prior consent of the Security TrusteeLender, which consent shall not be unreasonably withheld, conditioned or delayed.

Account Covenants. Except as otherwise provided in this subsection 5.196.9, such Debtor shall continue to collect, at its own expense, all amounts due or to become due such Debtor under the Accounts, except for settlements Accounts and uncollectible Accounts in other Payment Obligations and apply such amounts as are so collected to the ordinary course of business. Debtor may use collection agents in this respect and may sell delinquent Accounts in the ordinary course of businessoutstanding balances thereof. In connection with such collections, such Debtor may take (and, at the Security Trustee’s directionCollateral Agent's direction while an Event of Default is continuing, shall take) such action as such Debtor or Collateral Agent may reasonably deem necessary or advisable to enforce collection of the AccountsAccounts and other Payment Obligations; provided, that the Security Trustee Collateral 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 Accounts and other Payment Obligations of the assignment of such Accounts and other Payment Obligations to the Security Trustee Collateral Agent and to direct such customers or obligors to make payment of all amounts due or to become due directly to the Security TrusteeCollateral Agent; (b) enforce collection of any such Accounts (to the exclusion of such Debtor, except as the Security Trustee may otherwise agree in writing)and other Payment Obligations; and (c) adjust, settle or compromise the amount or payment of such AccountsAccounts and other Payment Obligations. After the occurrence and during the continuation continuance of a Default or an Event of Default (iI) all amounts and Proceeds (including Instruments) received by such Debtor with respect to the its Accounts and other Payment Obligations shall be received in trust for the benefit of the Security Trustee on behalf of the BeneficiariesCollateral Agent, shall be segregated from other funds of such Debtor and shall be forthwith paid over to the Security Trustee Collateral Agent in the same form as so received (with any necessary endorsement) and (ii) such to be held in the Depository Account pursuant to Section 7 or applied pursuant to Section 14. Each Debtor shall not adjust, settle or compromise the amount or payment of any AccountAccount or other Payment Obligations, or release wholly or partly any customer or obligor thereof, or allow any credit or discount thereon, thereon (other than trade credits and discounts granted in the ordinary course of business or with respect and in amounts which are not material to immaterial Accounts, in each case, Debtor) without the prior consent of the Security TrusteeCollateral Agent.

Account Covenants. Except as otherwise provided in this subsection 5.196.5, such Debtor Debtors shall continue to collect, at its their own expense, all amounts due or to become due such Debtor Debtors under the Accounts arising from the Collateral (the "Collateral Accounts, except for settlements ") and uncollectible Accounts in apply such amounts as are so collected to the ordinary course of business. Debtor may use collection agents in this respect and may sell delinquent Accounts in the ordinary course of businessoutstanding balances thereof. In connection with such collections, such Debtor Debtors may take (and, at the Security Trustee’s Secured Party's direction, shall take) such action as such Debtor Debtors or Secured Party may reasonably deem necessary or advisable to enforce collection of the Collateral Accounts; provided, that the Security Trustee Secured Party 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 Collateral Accounts of the assignment of such Collateral Accounts to the Security Trustee Secured Party and to direct such customers or obligors to make payment of all amounts due or to become due directly to the Security TrusteeSecured Party; (b) enforce collection of any such Accounts (to the exclusion of such Debtor, except as the Security Trustee may otherwise agree in writing)Collateral Accounts; and (c) adjust, settle or compromise the amount or payment of such Collateral Accounts. After the occurrence and during the continuation continuance of an Event of Default (i) Default, all amounts and Proceeds (including Instruments) received by such Debtor Debtors with respect to the Collateral Accounts shall be received in trust for the benefit of the Security Trustee Secured Party (on behalf of the BeneficiariesSecured Party), shall be segregated from other funds of such Debtor Debtors and shall be forthwith paid over to the Security Trustee Secured Party in the same form as so received (with any necessary endorsement) and (ii) such Debtor ). Debtors shall not adjust, settle or compromise the amount or payment of any Collateral Account, or release wholly or partly any customer or obligor thereof, or allow any credit or discount thereon, thereon (other than trade credits and discounts granted in the ordinary course of business or with respect and in amounts which are not material to immaterial Accounts, in each case, Debtors) without the prior consent of the Security TrusteeSecured Party.