Common use of As to Receivables Clause in Contracts

As to Receivables. The Borrower shall keen its chief place of business and chief executive office and the office where it keeps its records concerning the Receivables at the location therefor specified in Schedule III. The Borrower will hold and preserve such records and will permit representatives of the Collateral Agent and any Lender to inspect and make abstracts from such records during normal business hours. Except as otherwise provided in this paragraph or under any of the Loan Documents, the Borrower shall continue to collect, at its own expense, all amounts due or to become due to the Borrower under the Receivables. Notwithstanding the foregoing, the Collateral Agent shall have the right at any time, to notify the account debtors or obligers under any Receivables of the assignment of such Receivables to the Collateral Agent and the Lenders and to direct such account debtors or obligors to make payment of all amounts due or to become due to the Borrower thereunder directly to the Collateral Agent and, upon such notification and at the expense of the Borrower, to enforce collection of any such Receivables, and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as the Borrower might have done. After receipt by the Borrower of notice from the Collateral Agent that the Collateral Agent is collecting the Receivables, (a) all amounts and proceeds (including instruments), if any, received by the Borrower in respect of the Receivables shall be received in trust for the benefit of the Collateral Agent and the Lenders, shall be segregated from other funds of the Borrower and shall be forthwith paid over to the Collateral Agent in the same form as so received (with any necessary endorsement) to be applied as provided in the Intercreditor Agreement, and (b) the Borrower shall not adjust, settle or compromise the amount or payment of any Receivable, or release wholly or partly any account debtor or obligors thereof, or allow any credit or discount thereon. The Borrower agrees to notify the Collateral Agent promptly of any matters materially adversely affecting the value, enforceability or collectability of any Account in excess of Five Thousand Dollars ($5,000) and of all material customer disputes, offsets, defenses, counterclaims, returns, rejections and all material reclaimed or repossessed merchandise or goods.

As to Receivables. The Borrower Guarantor shall keen keep its chief place place(s) of business and its chief executive office and the office office(s) where it keeps its books and records (including those concerning the Receivables Receivables) and all original copies of its Assigned Agreements located, in each case, at the location therefor its address specified in Schedule III. The Borrower will Paragraph 9(a) above, or, upon 30 days’ prior written notice to the Administrative Agent, at such other locations in a jurisdiction where all actions required by the first sentence of Paragraph 10(h) shall have been taken with respect to the Receivables and the Assigned Agreements; not change its name except upon 30 days’ prior written notice to the Administrative Agent; hold and preserve such records and will chattel paper; and permit representatives of the Collateral Administrative Agent and at any Lender time during normal business hours upon reasonable notice to inspect and make abstracts from such records during normal and chattel paper. Until such time as the Administrative Agent shall notify Guarantor that an Event of Default has occurred and is continuing Guarantor shall, in accordance with its customary business hours. Except as otherwise provided in this paragraph or under any of the Loan Documentspractices, the Borrower shall continue to collect, at its own expense, all amounts due or to become due to the Borrower it under the Receivables. Notwithstanding ; provided, however, that the foregoing, the Collateral Administrative Agent shall have the right right, at any timetime after notice to Guarantor from the Administrative Agent that an Event of Default has occurred and is continuing, to notify the account debtors or obligers obligors under any Receivables of the assignment of such Receivables to the Collateral Administrative Agent and the Lenders and to direct such account debtors or obligors to make payment of all amounts due or to become due to the Borrower Guarantor thereunder directly to the Collateral Administrative Agent and, upon such notification and at the expense of the BorrowerGuarantor, to enforce collection of any such Receivables, and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as the Borrower Guarantor might have done. After receipt by delivery to Guarantor of the Borrower of notice from the Collateral Administrative Agent that the Collateral Agent is collecting the Receivables, referred to above: (ai) all amounts and proceeds (including instruments), if any, Instruments) received by the Borrower Guarantor in respect of the any Receivables shall be received in trust for the benefit of the Collateral Administrative Agent and the Lendershereunder, shall be segregated from other funds of the Borrower Guarantor, and shall be forthwith paid over to the Collateral Administrative Agent in the same form as so received (with any necessary endorsementendorsements) to be held as cash collateral and applied as provided in the Intercreditor by this Guarantor Security Agreement, ; and (bii) Guarantor shall not, without the Borrower shall not consent of the Administrative Agent, adjust, settle settle, or compromise the amount or payment of any Receivable, or release wholly or partly any account debtor or obligors obligor thereof, or allow any credit or discount thereon. The Borrower After the occurrence and during the continuance of an Event of Default, and at other times with the consent of Guarantor (not to be unreasonably withheld), (A) the Administrative Agent may in its own name or in the name of others communicate with account debtors in order to verify with them to the Administrative Agent’s satisfaction the existence, amount and terms of any Receivables and (B) the Administrative Agent shall have the right, at Guarantor’s expense, to make test verifications of the Receivables in any manner and through any medium that it considers advisable, and Guarantor agrees to notify the Collateral Agent promptly of any matters materially adversely affecting the value, enforceability or collectability of any Account in excess of Five Thousand Dollars ($5,000) and of furnish all material customer disputes, offsets, defenses, counterclaims, returns, rejections and all material reclaimed or repossessed merchandise or goodssuch assistance.

As to Receivables. The Borrower Company shall keen keep its chief place place(s) of business and its chief executive office and the office office(s) where it keeps its books and records (including those concerning the Receivables Receivables) and all original copies of its Assigned Agreements located, in each case, at the location therefor its address specified in Schedule III. The Borrower will Paragraph 9(a) above, or, upon 30 days’ prior written notice to the Administrative Agent, at such other locations in a jurisdiction where all actions required by the first sentence of Paragraph 10(h) shall have been taken with respect to the Receivables and the Assigned Agreements; not change its name except upon 30 days’ prior written notice to the Administrative Agent; hold and preserve such records and will chattel paper; and permit representatives of the Collateral Administrative Agent and at any Lender time during normal business hours upon reasonable notice to inspect and make abstracts from such records during normal and chattel paper. Until such time as the Administrative Agent shall notify Company that an Event of Default has occurred and is continuing Company shall, in accordance with its customary business hours. Except as otherwise provided in this paragraph or under any of the Loan Documentspractices, the Borrower shall continue to collect, at its own expense, all amounts due or to become due to the Borrower it under the Receivables. Notwithstanding ; provided, however, that the foregoing, the Collateral Administrative Agent shall have the right right, at any timetime after notice to Company from the Administrative Agent that an Event of Default has occurred and is continuing, to notify the account debtors or obligers obligors under any Receivables of the assignment of such Receivables to the Collateral Administrative Agent and the Lenders and to direct such account debtors or obligors to make payment of all amounts due or to become due to the Borrower Company thereunder directly to the Collateral Administrative Agent and, upon such notification and at the expense of the BorrowerCompany, to enforce collection of any such Receivables, and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as the Borrower Company might have done. After receipt by delivery to Company of the Borrower of notice from the Collateral Administrative Agent that the Collateral Agent is collecting the Receivables, referred to above: (ai) all amounts and proceeds (including instruments), if any, Instruments) received by the Borrower Company in respect of the any Receivables shall be received in trust for the benefit of the Collateral Administrative Agent and the Lendershereunder, shall be segregated from other funds of the Borrower Company, and shall be forthwith paid over to the Collateral Administrative Agent in the same form as so received (with any necessary endorsementendorsements) to be held as cash collateral and applied as provided in the Intercreditor by this Company Security Agreement, ; and (bii) Company shall not, without the Borrower shall not consent of the Administrative Agent, adjust, settle settle, or compromise the amount or payment of any Receivable, or release wholly or partly any account debtor or obligors obligor thereof, or allow any credit or discount thereon. The Borrower After the occurrence and during the continuance of an Event of Default, and at other times with the consent of Company (not to be unreasonably withheld), (A) the Administrative Agent may in its own name or in the name of others communicate with account debtors in order to verify with them to the Administrative Agent’s satisfaction the existence, amount and terms of any Receivables and (B) the Administrative Agent shall have the right, at Company’s expense, to make test verifications of the Receivables in any manner and through any medium that it considers advisable, and Company agrees to notify the Collateral Agent promptly of any matters materially adversely affecting the value, enforceability or collectability of any Account in excess of Five Thousand Dollars ($5,000) and of furnish all material customer disputes, offsets, defenses, counterclaims, returns, rejections and all material reclaimed or repossessed merchandise or goodssuch assistance.

As to Receivables. The Borrower shall keen keep its chief place place(s) of business ----------------- and its chief executive office and the office office(s) where it keeps its books and records (including those concerning the Receivables Receivables) and all original copies of its Assigned Agreements located, in each case, at the location therefor its address specified in Schedule III. The Borrower will Paragraph 9(a) above, or, upon 30 days' prior written notice to the Administrative Agent, at such other locations in a jurisdiction where all actions required by the first sentence of Paragraph 10(h) shall have been taken with respect to the Receivables and the Assigned Agreements; not change its name except upon 30 days' prior written notice to the Administrative Agent; hold and preserve such records and will chattel paper; and permit representatives of the Collateral Administrative Agent and at any Lender time during normal business hours to inspect and make abstracts from such records during normal and chattel paper. Until such time as the Administrative Agent shall notify Borrower that an Event of Default has occurred and is continuing Borrower shall, in accordance with its customary business hours. Except as otherwise provided in this paragraph or under any of the Loan Documentspractices, the Borrower shall continue to collect, at its own expense, all amounts due or to become due to the Borrower it under the Receivables. Notwithstanding ; provided, however, that the foregoing, the Collateral Administrative Agent shall have the right right, at any timetime after notice to Borrower from the Administrative Agent that an Event of Default has occurred and is continuing, to notify the account debtors or obligers obligors under any Receivables of the assignment of such Receivables to the Collateral Administrative Agent and the Lenders and to direct such account debtors or obligors to make payment of all amounts due or to become due to the Borrower thereunder directly to the Collateral Administrative Agent and, upon such notification and at the expense of the Borrower, to enforce collection of any such Receivables, and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as the Borrower might have done. After receipt by the delivery to Borrower of the notice from the Collateral Administrative Agent that the Collateral Agent is collecting the Receivables, referred to above: (ai) all amounts and proceeds (including instruments), if any, Instruments) received by the Borrower in respect of the any Receivables shall be received in trust for the benefit of the Collateral Administrative Agent and the Lendershereunder, shall be segregated from other funds of the Borrower Borrower, and shall be forthwith paid over to the Collateral Administrative Agent in the same form as so received (with any necessary endorsementendorsements) to be held as cash collateral and applied as provided in the Intercreditor by this Borrower Security Agreement, ; and (bii) the Borrower shall not not, without the consent of the Administrative Agent, adjust, settle settle, or compromise the amount or payment of any Receivable, or release wholly or partly any account debtor or obligors obligor thereof, or allow any credit or discount thereon. The After the occurrence and during the continuance of an Event of Default, and at other times with the consent of Borrower (not to be unreasonably withheld), (A) the Administrative Agent may in its own name or in the name of others communicate with account debtors in order to verify with them to the Administrative Agent's satisfaction the existence, amount and terms of any Receivables and (B) the Administrative Agent shall have the right, at Borrower's expense, to make test verifications of the Receivables in any manner and through any medium that it considers advisable, and Borrower agrees to notify the Collateral Agent promptly of any matters materially adversely affecting the value, enforceability or collectability of any Account in excess of Five Thousand Dollars ($5,000) and of furnish all material customer disputes, offsets, defenses, counterclaims, returns, rejections and all material reclaimed or repossessed merchandise or goodssuch assistance.