Accounts, Etc. (i) Each Grantor shall use all reasonable efforts to cause to be collected from its Account Debtors, as and when due, any and all amounts owing under or on account of each Account (including, without limitation, Accounts which are delinquent, such Accounts to be collected in accordance with lawful collection procedures) and to apply forthwith upon receipt thereof all such amounts as are so collected to the outstanding balance of such Account. The costs and expenses (including, without limitation, attorney's fees), of collection of Accounts incurred by such Grantor or the Administrative Agent shall be borne by such Grantor.
(ii) Upon the occurrence and during the continuance of any Event of Default, upon request of the Administrative Agent or the Required Lenders, each Grantor will promptly notify (and each Grantor hereby authorizes the Administrative Agent so to notify) each Account Debtor in respect of any Account that such Account has been assigned to the Administrative Agent hereunder and that any payments due or to become due in respect of such Account are to be made directly to the Administrative Agent or its designee.
(iii) Each Grantor will perform and comply in all material respects with all of its obligations in respect of Accounts and General Intangibles and the exercise by the Administrative Agent of any of its rights hereunder shall not release any Grantor from any of its duties or obligations.
(iv) No Grantor will (A) amend, modify, terminate or waive any material provision of any agreement giving rise to an Account in any manner which could reasonably be expected to materially adversely affect the value of such Account as Collateral, (B) fail to exercise promptly and diligently each and every material right which it may have under each agreement giving rise to an Account (other than any right of termination) or (C) fail to deliver to the Administrative Agent a copy of each material demand, notice or document received by it relating in any way to any agreement giving rise to an Account.
(v) Other than in the ordinary course of business as generally conducted by such Grantor over a period of time, no Grantor will grant any extension of the time of payment of any of the Accounts to any one Account Debtor with an aggregate face amount in excess of $25,000 or compromise, compound or settle the same for less than the full amount thereof, release, wholly or partially, any Person liable for the payment thereof, or allow any credit or discount whatsoe...
Accounts, Etc. Until such time as the Lender shall notify the Pledgor in writing of the revocation of such power and authority, the Pledgor, as agent for the Lender, will, at its own expense, diligently collect, as and when due, all amounts owing under the Accounts, including the taking of such action with respect to such collection as the Lender may request from time to time, and to hold in trust and segregate for the Lender all funds received from the Accounts; provided, however, that until an Event of Default shall occur or would occur but for the passage of time, or giving of notice, or both (such event being a "default"), the Pledgor may use or consume in the ordinary course of its business any such collections on the Accounts in any lawful manner not inconsistent with this Agreement and the other Loan Documents. The Lender, however, may after an Event of Default shall occur or during the continuance of a default and upon notice to the Pledgor revoke such power and authority and in any event shall have the authority and right to notify any parties obligated on any of the Accounts to make payment to the Lender of any amounts due or to become due thereunder, and enforce collection of performance under any of the Accounts by suit or otherwise, and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. After an Event of Default, the Pledgor will, at its own expense, notify any parties obligated on any of the Accounts to make payments to the Lender and will hold in trust and immediately forward to the Lender all payments received by the Pledgor in the form received, with all necessary endorsements thereon for collection by the Lender.
Accounts, Etc. Until the occurrence of an Event of Default, BEMT may collect and retain any and all amounts owing under or in connection with any Pledged Collateral, which SOIF II hereby expressly authorizes BEMT to do, but, after the occurrence of an Event of Default, (a) SOIF II may curtail or terminate such authority at any time and from time to time by delivery of a default notice requesting the same (the “Default Notice”) and BEMT shall, at all times after BEMT’s receipt of the Default Notice, segregate all such amounts from BEMT’s other funds and property, and shall, immediately upon BEMT’s receipt of the Default Notice, deliver actual possession of all such amounts to SOIF II and (b) BEMT shall hold and be deemed to hold all such amounts in trust for SOIF II and as SOIF II’s bailee.
Accounts, Etc. All accounts (as such term is defined in Article 9 of the Uniform Commercial Code in effect from time to time in the State of Florida) owned by the Debtor and all accounts in which the Debtor has any rights (including, without limitation, rights to grant a security interest in accounts owned by other persons), both now existing and hereafter owned, acquired and arising; and, to the extent not included in the term accounts as so defined after ascribing a broad meaning thereto, all accounts receivable, unearned fees, unpaid fees or receivables due from third parties, charging lien or retaining lien rights, rights to any distributions from any trust account or escrow account, distributions from trust accounts or escrow accounts, accounts held in trust for the benefit of Debtor, health-care-insurance receivables, credit and charge card receivables, bills, acceptances, documents, chooses in action, chattel paper (both tangible and electronic), promissory notes and other instruments, deposit accounts, license fees payable for use of software, lease payments for use of Debtor’s goods or services, commercial tort claims, letter of credit rights and letters of credit, rights to payment for money or funds advanced or sold other than through use of a credit card, lottery winnings, rights to payment with respect to investment property, general intangibles and other forms of obligations and rights to payment of any nature, now owing to the Debtor and hereafter arising and owing to the Debtor, together with (i) the proceeds of all of the accounts and other property and property rights described hereinabove, including all of the proceeds of Debtor’s rights with respect to any of its goods and services represented thereby, whether delivered or returned by customers, and all rights as an unpaid vendor and lienor, including rights of stoppage in transit and of recovering possession by any proceedings, including replevin and reclamation, and (ii) all customer lists, books and records, ledgers, account cards, and other records including those stored on computer or electronic media, whether now in existence or hereafter created, relating to any of the foregoing.
Accounts, Etc. (i) Each Grantor shall use all reasonable efforts consistent with prudent business practice to cause to be collected from its Account Debtors, as and when due, any and all amounts owing under or on account of each Account (including, without limitation, Accounts which are delinquent, such Accounts to be collected in accordance with lawful collection procedures) and apply forthwith upon receipt thereof all such amounts as are so collected to the outstanding balance of such Account. The costs and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) of collection of Accounts incurred by such Grantor (or the Administrative Agent, during the existence of an Event of Default) shall be borne by the Grantors.
(ii) Upon the occurrence and during the continuance of any Event of Default, upon request of the Administrative Agent, each Grantor will promptly notify (and each Grantor hereby authorizes the Administrative Agent so to notify) each Account Debtor in respect of any Account or Instrument that such Collateral has been assigned to the Administrative Agent hereunder, and that any payments due or to become due in respect of such Collateral are to be made directly to the Administrative Agent or its designee.
Accounts, Etc. (i) Each Grantor shall use all reasonable efforts consistent with prudent business practice to cause to be collected from the Account Debtors, as and when due, any and all amounts owing under or on account of each Account granted as Collateral hereunder (including, without limitation, Accounts which are delinquent, such Accounts to be collected in accordance with lawful collection procedures) and apply forthwith upon receipt thereof all such amounts as are so collected to the outstanding balance of such Account. The costs and expenses (including, without limitation, attorneys’ fees) of collection of Accounts incurred by any Grantor or the Administrative Agent shall be borne by such Grantor.
(ii) Each Grantor shall perform and comply in all material respects with all of its obligations in respect of Accounts, Instruments and General Intangibles.
Accounts, Etc. (a) The Accounts have been prepared in accordance with the Accounting Principles and provide a true and fair view of the assets, liabilities, financial position and state of affairs of the Company on the Accounts Date and of the profits or losses for the period concerned.
(b) The Interim Accounts has been prepared in accordance with the Accounting Principles (but have not been audited) and provides a true and fair view of the assets, liabilities, financial position and state of affairs of the Company on the Interim Accounts Date and of the profits or losses for the period concerned.
(c) The Company has not pledged any assets or has any obligations, commitments or liabilities, liquidated or non-liquidated, contingent or otherwise, whether for Taxes or otherwise, of such a nature that they should be accounted for in the accounts according to the Accounting Principles in excess of what is accounted for in the Annual Accounts or which have arisen within the ordinary course of business during the period after the Accounts Date.
(d) All debts and liabilities of the Company, which are due prior to Closing, have been or will be duly paid prior to Closing. Provisions have been made in accordance with the Accounting Principles for all other outstanding debts and liabilities (whether long-term or current) which are attributable to the period prior to the Closing but not due as per the [*CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH AN ASTERISK ****, HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.] Closing Date. The Company has no debts or liabilities other than such that are (i) accrued, expressly reserved or otherwise specifically disclosed in the Interim Accounts or (ii) debts and liabilities incurred in the ordinary course of business after the Interim Accounts Date, or (iii) contractual debts and liabilities incurred in the ordinary course of business, which are not required by the Accounting Principles to be reflected on a balance sheet and which are not, in the aggregate, material.
(e) The Company has not granted any guarantees or provided any other security not reflected in the Accounts.
(f) All debts of the Company to the Seller or its Affiliates are as set out in Appendix 3.2, except for liabilities relating to consulting services performed by Affiliates of the Seller or owners of the Seller in the ordinary course of business which a...
Accounts, Etc. (i) Each Grantor shall use all commercially reasonable efforts to cause to be collected from its Account Debtors, as and when due, any and all amounts owing under or on account of each Account, Chattel Paper or General Intangible (including, without limitation, Accounts, Chattel Paper or General Intangibles which are delinquent, such Accounts, Chattel Paper or General Intangibles to be collected in accordance with lawful collection procedures) and apply forthwith upon receipt thereof all such amounts as are so collected to the outstanding balance of such Account, Chattel Paper or General Intangibles. The costs and expenses (including, without limitation, reasonable attorneys’ fees actually incurred) of collection of Accounts incurred by such Grantor or the Administrative Agent shall be borne by the Grantors.
(ii) Upon the occurrence and during the continuance of any Event of Default, upon request of the Administrative Agent, each Grantor will promptly notify (and each Grantor hereby authorizes the Administrative Agent to so notify) each Account Debtor in respect of any Account, Chattel Paper, General Intangible or Instrument that such Collateral has been pledged to the Administrative Agent hereunder, and that any payments due or to become due in respect of such Collateral are to be made directly to the Administrative Agent or its designee; provided that the Administrative Agent may itself, if an Event of Default shall have occurred and be continuing, without notice to or demand upon the Grantor, so notify such Account Debtors and other persons obligated on any such Collateral.
(iii) Each Grantor will perform and comply in all material respects with all of its obligations in respect of Accounts, Instruments and General Intangibles.
Accounts, Etc. All funds of the Company shall be deposited in such Company bank accounts as selected from time to time by the Manager. Withdrawals from any accounts or funds, or sale of any such instruments, may be made, at the election of the Manager, upon such signature or signatures as the Manager may from time to time designate.
Accounts, Etc. Each Credit Party hereby notifies each other Credit Party that pursuant to one or more Security Documents it has pledged, charged or assigned, for the purpose of security, certain property, including, without limitation, its Accounts, Chattel Paper, Documents, General Intangibles, Letter-of-Credit Rights and Payment Intangibles, and the Proceeds thereof, if any, among other property, to the Trustee on behalf itself and of the Holders as collateral and continuing security for the prompt payment in full when due (whether at stated maturity, by acceleration or otherwise) of the obligations of the Credit Parties under and in respect of the Indenture, the Notes and the Security Documents. Each Credit Party hereby acknowledges notice of, and consents to, such pledge, charge or assignment.
