Common use of As to Collateral Clause in Contracts

As to Collateral. (a) If there shall have occurred and be continuing any Event of Default, Secured Party may notify any parties obligated on any of the Collateral to make payment to Secured Party of any amounts due or to become due thereunder and enforce collection of any of the Collateral 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. Upon request of Secured Party (which request may not be made unless there shall have occurred and be continuing a Event of Default), the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to Secured Party of any amounts due or to become due thereunder. (b) Secured Party is authorized to endorse, in the name of the Grantor, any item, howsoever received by Secured Party, representing any payment on or other proceeds of any of the Collateral for application pursuant to Section 6.1. (c) If the Grantor shall at any time acquire a commercial tort claim, as defined in U.C.C., with a value reasonably estimated by the Grantor to be in excess of $25,000, the Grantor shall promptly notify Secured Party in a writing signed by the Grantor of the brief details thereof and grant to Secured Party for its benefit in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to Secured Party. (d) The Grantor shall at any time and from time to time take such steps as Secured Party may reasonably request for Secured Party (i) to obtain an acknowledgement, in form and substance satisfactory to Secured Party, of any bailee having possession of any of the Collateral that the bailee holds such Collateral for Secured Party for the its benefit, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or electronic chattel paper (as such terms are defined in U.C.C. §§ 9-104, 9-105, 9-106 and 9-107 relating to what constitutes “control” for such items of Collateral) that constitute Collateral, with any agreements establishing control to be in form and substance satisfactory to Secured Party, and (iii) otherwise to insure the continued perfection and priority of Secured Party’s security interest for its benefit in any of the Collateral and of the preservation of its rights therein, following the effectiveness of Revised Article 9 in any jurisdiction. (e) If the Grantor shall at any time hold or acquire any instruments or tangible chattel paper that constitutes Collateral, the Grantor shall forthwith endorse, assign and deliver the same to the Secured Party, accompanied by such instruments of transfer or assignment duly executed in blank as the Secured Party may from time to time specify.

As to Collateral. (a) If there Until such time as the Designated Note Purchaser and the Designated Lender shall have occurred notify Grantor of the revocation of such power and be continuing authority after the occurrence and during the continuance of any Event of Default, Grantor (i) may sell, lease or furnish under the contracts of service any of the Inventory normally held by Grantor for such purpose, and use and consume any raw materials, work in process or materials normally held by Grantor for such purpose, and sell or otherwise dispose of any other Collateral, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Designated Note Purchaser and the Designated Lender may reasonably request or, in the absence of such request, as Grantor may deem advisable; and (iii) may grant to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Designated Note Purchaser and the Designated Lender, however, may, at any time following the occurrence and during the continuance of any Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Party may Obligations, notify any parties obligated on any of the Collateral to make payment to Secured Party the Designated Note Purchaser and the Designated Lender of any amounts due or to become due thereunder and enforce collection of any of the Collateral 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. Upon request of Secured Party (which request may not be made unless there shall have occurred the Designated Note Purchaser and be continuing a the Designated Lender after the occurrence and during the continuance of any Event of Default), the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Secured Party Parties of any amounts due or to become due thereunder. (b) Secured Party is The Designated Note Purchaser and the Designated Lender are authorized to endorse, in the name of the Grantor, any item, howsoever received by Secured Partythe Designated Note Purchaser and the Designated Lender, representing any payment on or other proceeds Proceeds of any of the Collateral for application pursuant to Section 6.1Collateral. (c) If the Grantor shall at any time acquire a commercial tort claim, as defined in U.C.C., with a value reasonably estimated by the Grantor to be in excess of $25,000, the Grantor shall promptly notify Secured Party in a writing signed by the Grantor of the brief details thereof and grant to Secured Party for its benefit in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to Secured Party. (d) The Grantor shall at any time and from time to time take such steps as Secured Party may reasonably request for Secured Party (i) to obtain an acknowledgement, in form and substance satisfactory to Secured Party, of any bailee having possession of any of the Collateral that the bailee holds such Collateral for Secured Party for the its benefit, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or electronic chattel paper (as such terms are defined in U.C.C. §§ 9-104, 9-105, 9-106 and 9-107 relating to what constitutes “control” for such items of Collateral) that constitute Collateral, with any agreements establishing control to be in form and substance satisfactory to Secured Party, and (iii) otherwise to insure the continued perfection and priority of Secured Party’s security interest for its benefit in any of the Collateral and of the preservation of its rights therein, following the effectiveness of Revised Article 9 in any jurisdiction. (e) If the Grantor shall at any time hold or acquire any instruments or tangible chattel paper that constitutes Collateral, the Grantor shall forthwith endorse, assign and deliver the same to the Secured Party, accompanied by such instruments of transfer or assignment duly executed in blank as the Secured Party may from time to time specify.

As to Collateral. (a) If there Without limitation of the obligations of any Grantor pursuant to the Indemnity Agreement, the Grantors shall have occurred (i) maintain a segregated deposit account (the "Segregated Account") with a financial institution reasonably acceptable to the Secured Party, (ii) specify on all invoices and other payment instructions relating to the Collateral that payment is to be continuing made directly to the Segregated Account, (iii) promptly deposit any payments or other monies received in respect of the Collateral in the Segregated Account. The Grantors shall take all actions reasonably requested by the Secured Party to perfect the Secured Party's security interest in the Segregated Account. The Grantors shall not modify in any respect the arrangements relating to the Segregated Account without the prior written approval of the Secured Party. (b) Subject to the terms, conditions and limitations of the Indemnity Agreements, the Grantors shall, at their own expense and until the occurrence and during the continuance of an Event of Default, use their best efforts to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Secured Party may reasonably request or, in the absence of such request, as the Grantors may deem advisable. The Secured Party, however, may, at any time following the occurrence and during the continuance of an Event of Default notify any parties obligated on any of the Collateral to make payment to the Secured Party of any amounts due or to become due thereunder and enforce collection of any of the Collateral 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. Upon request of the Secured Party (which request may not be made unless there shall have occurred after the occurrence and be continuing a during the continuance of an Event of Default), the Grantor Grantors will, at its their own expense, notify any parties obligated on any of the Collateral to make payment to the Secured Party of any amounts due or to become due thereunder. (bc) After the occurrence and during the continuance of an Event of Default, the Secured Party is authorized to endorse, in the name of the GrantorGrantors, any item, howsoever received by the Secured Party, representing any payment on or other proceeds of any of the Collateral for application pursuant to Section 6.1Collateral. (c) If the Grantor shall at any time acquire a commercial tort claim, as defined in U.C.C., with a value reasonably estimated by the Grantor to be in excess of $25,000, the Grantor shall promptly notify Secured Party in a writing signed by the Grantor of the brief details thereof and grant to Secured Party for its benefit in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to Secured Party. (d) The Grantor shall at any time and from time to time take such steps as Secured Party may reasonably request for Secured Party (i) to obtain an acknowledgement, in form and substance satisfactory to Secured Party, of any bailee having possession of any of the Collateral that the bailee holds such Collateral for Secured Party for the its benefit, (ii) to obtain “control” of any investment property, deposit accounts, letter-of-credit rights or electronic chattel paper (as such terms are defined in U.C.C. §§ 9-104, 9-105, 9-106 and 9-107 relating to what constitutes “control” for such items of Collateral) that constitute Collateral, with any agreements establishing control to be in form and substance satisfactory to Secured Party, and (iii) otherwise to insure the continued perfection and priority of Secured Party’s security interest for its benefit in any of the Collateral and of the preservation of its rights therein, following the effectiveness of Revised Article 9 in any jurisdiction. (e) If the Grantor shall at any time hold or acquire any instruments or tangible chattel paper that constitutes Collateral, the Grantor shall forthwith endorse, assign and deliver the same to the Secured Party, accompanied by such instruments of transfer or assignment duly executed in blank as the Secured Party may from time to time specify.