Common use of Borrowing Base Collateral Administration Clause in Contracts

Borrowing Base Collateral Administration. (a) A copy of all data and other information relating to Accounts shall at all times be kept by Borrowers, at their respective principal offices and shall not fail to be available at such principal offices without obtaining the prior written consent of Agent, which consent shall not be unreasonably withheld, conditioned or delayed. (b) Borrowers shall provide prompt written notice to each Person who either is currently an Account Debtor or becomes an Account Debtor at any time following the date of this Agreement that directs each Account Debtor to make payments into the Lockbox, and hereby authorizes Agent, upon Borrowers’ failure to send such notices within fifteen (15) days upon written notice from Agent, to send any and all similar notices to such Person. During the continuance of an Event of Default, Agent reserves the right to notify Account Debtors that Agent has been granted a Lien upon all Accounts. (c) Borrowers will conduct a physical count of the Inventory at least once per year, and Borrowers shall provide to Agent a written accounting of such physical count in form reasonably satisfactory to Agent. Each Borrower will use commercially reasonable efforts to at all times keep its Inventory in good and marketable condition. In addition to the foregoing, following the occurrence of an Event of Default, Agent may require Borrowers to obtain and deliver to Agent appraisal reports from appraisers reasonably satisfactory to Agent stating the then current fair market values of all or any portion of Inventory owned by any Credit Party.

Borrowing Base Collateral Administration. (a) A copy of all data and other information relating to Accounts shall at all times be kept by BorrowersCredit Parties, at their respective principal offices and shall not fail to be available at such principal offices without obtaining the prior written consent of Agent, which consent shall not be unreasonably withheld, conditioned or delayed. (b) Borrowers shall provide prompt written notice to each Person who either is currently an Account Debtor or becomes an Account Debtor at any time following the date of this Agreement that directs each Account Debtor to make payments into the Lockbox, and hereby authorizes Agent, upon Borrowers’ failure to send such notices within fifteen ten (1510) days upon written notice from Agentafter the date of this Agreement (or ten (10) days after the Person becomes an Account Debtor), to send any and all similar notices to such Person. During the continuance of an Event of Default, Agent reserves the right to notify Account Debtors that Agent has been granted a Lien upon all Accounts. (c) Borrowers will conduct a physical count of the Inventory at least once twice per yearyear and at such other times as Agent requests, and Borrowers shall provide to Agent a written accounting of MidCap / Viewray / Credit, Security and Guaranty Agreement such physical count in form reasonably and substance satisfactory to Agent. Each Borrower will use commercially reasonable efforts to at all times keep its Inventory in good and marketable condition. In addition to the foregoing, following the occurrence of an Event of Defaultfrom time to time, Agent may require Borrowers to obtain and deliver to Agent appraisal reports in form and substance and from appraisers reasonably satisfactory to Agent stating the then current fair market values of all or any portion of Inventory owned by each Borrower or any Credit PartySubsidiaries; provided that if no Event of Default has occurred and is continuing, such appraisal of Inventory shall be conducted not more often than once a year.

Borrowing Base Collateral Administration. (a) A copy of all All data and other information relating to Accounts or other intangible Collateral shall at all times be kept by Borrowers, at their respective principal offices and shall not fail to be available at moved from such principal offices locations without obtaining the (i) providing prior written consent of notice to Agent, which consent shall not be unreasonably withheldand (ii) complying with Section 4.11(c), conditioned or delayedas applicable. (b) Borrowers shall provide prompt written notice to each Person who either is currently an Account Debtor or becomes an Account Debtor at any time following the date of this Agreement that directs each Account Debtor to make payments into the Lockbox, and hereby authorizes Agent, upon Borrowers’ failure to send such notices within fifteen ten (1510) days upon written notice from Agentafter the date of this Agreement (or ten (10) days after the Person becomes an Account Debtor), to send any and all similar notices to such Person. During the continuance of an Event of Default, Agent reserves the right to notify Account Debtors that Agent has been granted a Lien upon all Accounts. (c) Borrowers will conduct a physical count of the Inventory at least once per yearyear and at such other times as Agent may reasonably request during the continuance of an Event of Default, and Borrowers shall provide to Agent a written accounting of such physical count in form and substance reasonably satisfactory to Agent. Each Borrower will use commercially reasonable efforts to at all times keep its Inventory in good and marketable condition. In addition to the foregoing, following the occurrence of an Event of Defaultfrom time to time, Agent may require Borrowers to obtain and deliver to Agent appraisal reports in form and substance, and from appraisers appraisers, reasonably satisfactory to Agent stating the then current fair market values of all or any portion of Inventory owned by any Credit Partythe Collateral; provided, however, that, so long as no Event of Default has occurred and is continuing at the time such appraisal begins, Borrowers shall not be required to deliver more than one (1) appraisal report to Agent per fiscal year.