Common use of Certain Matters Relating to Receivables Clause in Contracts

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, hereby authorizes each Grantor to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisablecollect such Grantor’s Receivables, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to curtail or terminate said authority at any time after the rights occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of over which the Administrative AgentAgent has control, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. Each After the occurrence and during the continuance of an Event of Default, each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (cb) At the Administrative Agent’s request but subject to request, after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, hereby authorizes each Grantor to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisablecollect such Grantor’s Receivables, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to curtail or terminate said authority at any time after the rights occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of over which the Administrative AgentAgent has control, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. Each After the occurrence and during the continuance of an Event of Default, each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (cb) At the Administrative Agent’s request but subject to request, after the confidentiality provisions set forth in the Credit Agreement, during the continuance occurrence of an Event of Default Default, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative After an Event of Default has occurred and is continuing, the Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Collateral Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative The Collateral Agent under Section 5.2(b), hereby authorizes each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due such Grantor’s Receivables. The Collateral Agent may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Collateral Agent, upon the request of the Required Lenders or the Administrative Agent Agent, at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a the Collateral Account maintained under the sole dominion and control of the Administrative AgentAccount, subject to withdrawal by the Administrative Collateral Agent for the account of the Secured Parties only as provided in Section 5.57.4, and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Collateral Agent’s request but subject to request, upon the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, each Grantor shall make available deliver to the Administrative Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative After an Enforcement Event has occurred and is continuing, the Shared Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Shared Collateral Agent may reasonably require in connection with such test verifications. (b) Subject The Shared Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables, subject to the rights of the Administrative Shared Collateral Agent’s direction and control. The Shared Collateral Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent terminate said authority at any time after the occurrence and during the continuance of an Event Enforcement Event. If required by the Shared Collateral Agent, upon the request of Defaultthe requisite Shared Collateral Secured Parties, in accordance with the Intercreditor Agreement, at any time after the occurrence and during the continuance of an Enforcement Event, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Shared Collateral Agent if required, in a the Shared Collateral Account maintained under the sole dominion and control of the Administrative AgentAccount, subject to withdrawal by the Administrative Shared Collateral Agent for the account of the applicable Shared Collateral Secured Parties only as provided in Section 5.57.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Shared Collateral Agent and the other applicable Shared Collateral Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Shared Collateral Agent’s request but subject to request, upon the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Enforcement Event, each Grantor shall make available deliver to the Administrative Shared Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have At any time during the right (but shall in no way be obligated), at its own expense if continuance of an Event of Default does not then existDefault, upon the Collateral Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall use its best efforts to make cause independent public accountants or others satisfactory to the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisableof, and each Grantor shall furnish all such assistance and information as trial balances for, the Administrative Agent may reasonably require in connection with such test verificationsReceivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of DefaultDefault under Section 8.1(a) or 8.1(f) of the Credit Agreement, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two three Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Collateral Agent and the other Secured Parties only as provided in Section 5.5, 6.6 and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, each Grantor shall make available deliver to the Administrative Collateral Agent original and other all documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including original including, without limitation, all orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Collateral Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Collateral Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Collateral Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have At any time during the right (but shall in no way be obligated), at its own expense if continuance of an Event of Default does not then existDefault, upon the Collateral Agent’s reasonable request at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others reasonably satisfactory to make the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisableof, and each Grantor shall furnish all such assistance and information as trial balances for, the Administrative Agent may reasonably require in connection with such test verificationsReceivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of DefaultDefault under Section 8.1(a) or 8.1(f) of the Credit Agreement, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Administrative Agent, the Collateral Agent and the other Secured Parties only as provided in Section 5.5, 6.6 and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent, the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, each Grantor shall make available deliver to the Administrative Collateral Agent original and other all documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including original all agreements, orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have At any time during the right (but shall in no way be obligated), at its own expense if continuance of an Event of Default does not then existDefault, upon the Collateral Agent’s reasonable request at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others reasonably satisfactory to make the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisableof, and each Grantor shall furnish all such assistance and information as trial balances for, the Administrative Agent may reasonably require in connection with such test verificationsReceivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of DefaultDefault under Section 8.1(a) or 8.1(f) of the Credit Agreement, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Administrative Agent, the Collateral Agent and the other Secured Parties only as provided in Section 5.56.7, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent, the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, each Grantor shall make available deliver to the Administrative Collateral Agent original and other all documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including original including, without limitation, all agreements, orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The During the continuance of an Event of Default, the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor’s Receivables, and the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreementrequest, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have At any time during the right (but shall in no way be obligated), at its own expense if continuance of an Event of Default does not then existDefault, upon the Collateral Agent’s reasonable request at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others reasonably satisfactory to make the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisableof, and each Grantor shall furnish all such assistance and information as trial balances for, the Administrative Agent may reasonably require in connection with such test verificationsReceivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of DefaultDefault under Section 8(a) or 8(f) of the Credit Agreement, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Administrative Agent, the Collateral Agent and the other Secured Parties only as provided in Section 5.56.6, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent, the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, each Grantor shall make available deliver to the Administrative Collateral Agent original and other all documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including original including, without limitation, all orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The If an Event of Default shall have occurred and be continuing, (x) the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any reasonable manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verificationsverifications and (y) upon the Administrative Agent's reasonable request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Administrative Agent to furnish to the Administrative Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor's Receivables and the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties Lenders only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of If an Event of Default shall have occurred and be continuing, at the Administrative Agent's reasonable request, (i) each Grantor shall make available deliver to the Administrative Agent all original (to the extent such Grantor has original copies) and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in Receivables, including, without limitation, all original (to the Collateral, including extent such Grantor has original copies) orders, invoices and shipping receiptsreceipts and (ii) the applicable Grantor shall take such steps as may be necessary to comply with any applicable federal assignment of claims laws and other comparable laws.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, hereby authorizes each Grantor to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisablecollect such Grantor’s Receivables, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to curtail or terminate said authority at any time after the rights occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of over which the Administrative AgentAgent has control, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. Each If required by the Administrative Agent, after the occurrence and during the continuance of an Event of Default, each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (cb) At the Administrative Agent’s request but subject to request, after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative If an Event of Default shall occur and be continuing, the Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Collateral Agent may reasonably require in connection with such test verifications. (b) Subject The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables, subject to the rights Collateral Agent’s direction and control, and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Secured Parties Lenders only as provided in Section 5.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Collateral Agent’s reasonable request but subject to following the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance continuation of an Event of Default Default, each Grantor shall make available deliver to the Administrative Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts. (d) It is understood that the provisions of this Section 5.1 apply only to Receivables that constitute Collateral.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor's Receivables; provided that the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.4, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement's request, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receiptsreceipts (other than Non-Deliverable Collateral).

Certain Matters Relating to Receivables. (a) The If an Event of Default has occurred and is continuing, the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor’s Receivables; provided, however, that the Administrative Agent under Section 5.2(b), each may curtail or terminate said authority at any time upon written notice to the applicable Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent in a written notice to such Grantor at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control (within the meaning of Section 9-104 of the UCC) of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each After the occurrence and during the continuance of an Event of Default, if requested in writing by the Administrative Agent, each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At If an Event of Default has occurred and is continuing, at the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreementreasonable written request, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have hereby authorizes each Grantor to collect such Grantor’s Receivables, subject to the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner Administrative Agent’s direction and through any medium that it reasonably considers advisablecontrol, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense; provided, however, that the Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have At any time during the right (but shall in no way be obligated), at its own expense if continuance of an Event of Default does not then existDefault, upon the Collateral Agent’s reasonable request at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others reasonably satisfactory to make the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisableof, and each Grantor shall furnish all such assistance and information as trial balances for, the Administrative Agent may reasonably require in connection with such test verificationsReceivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of DefaultDefault under Section 8.1(a) or 8.1(f) of the Credit Agreement, any payments of Receivables, when collected by any GrantorGrantor (other than Holdings), (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Administrative Agent, the Collateral Agent and the other Secured Parties only as provided in Section 5.56.7, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent, the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, each Grantor (other than Holdings) shall make available deliver to the Administrative Collateral Agent original and other all documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including original including, without limitation, all agreements, orders, invoices and shipping receipts. Notwithstanding anything to the contrary in this Agreement, no Grantor will be required to disclose any document, information or other matter that (i) constitutes non-financial trade secrets or non-financial proprietary information, (ii) in respect of which disclosure to the Collateral Agent, Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Law or any binding agreement or (iii) is subject to attorney-client or similar privilege or constitutes attorney work product.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor’s Receivables and the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties Lenders only as provided in Section 5.5, 6.05 and (ii) until so turned over, shall be held by such Grantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreementrequest, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The If an Event of Default shall have occurred and be continuing, (x) the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any reasonable manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verificationsverifications and (y) upon the Administrative Agent's reasonable request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Administrative Agent to furnish to the Administrative Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor's Receivables and the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties Lenders only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of If an Event of Default shall have occurred and be continuing, at the Administrative Agent's reasonable request, (i) each Grantor shall make available deliver to the Administrative Agent all original (to the extent such Grantor has original copies) and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in Receivables, including, without limitation, all original (to the Collateral, including extent such Grantor has original copies) orders, invoices and shipping receiptsreceipts and (ii) the applicable Grantor shall take such steps as may be necessary to comply with any applicable assignment of claims laws and other comparable laws.

Certain Matters Relating to Receivables. (a) The Administrative After the occurrence and during the continuance of an Event of Default, Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the pledged as Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. After the occurrence and during the continuance of an Event of Default, upon Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others reasonably satisfactory to Agent to furnish to Agent reports showing reconciliations, agings and test verifications of, and trial balances for, such Receivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of ReceivablesReceivables pledged as Collateral, when collected or received by or on behalf of any Grantor, (i) shall be promptly forthwith (and, in any event, within two 2 Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed (but without any representation or warranty) by such Grantor to the Administrative Agent if required, in a Collateral Account collateral account maintained under the sole dominion and control of the Administrative Agent, subject for application to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided Obligations in accordance with Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured PartiesAgent and Lenders, segregated from other funds of such Grantor. Each In connection with each such deposit of Proceeds of such Receivables such Grantor shall be accompanied by deliver to Agent a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At After the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, at Agent’s request, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateralsuch Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Without limiting any other rights the Administrative Agent may have to receive information regarding Receivables or to conduct field audits pursuant to the Credit Agreement, the Administrative Agent shall have the right (but shall not the obligation) in no way connection with any field examination required or permitted to be obligated)conducted under the Credit Agreement (or, at its own expense if an Event of Default does not then existhas occurred and is continuing, at any time) to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the The Administrative Agent under Section 5.2(b), hereby authorizes each Grantor to collect such Grantor’s Receivables and each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by expense consistent with its reasonable business judgment; provided, however, that the Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of DefaultDefault or during the Cash Dominion Period. During the Cash Dominion Period, any payments of Receivables, when collected by any Grantor, (i) shall be promptly (and, in any event, within two Business Days) deposited by such Grantor in the exact form receivedCollateral Account in accordance with Section 5.2. If an Event of Default has occurred and is continuing, duly endorsed by such at the Administrative Agent’s request, each Grantor shall deliver to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent Agent, subject to the Intercreditor Agreement, at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative AgentAgent (or its designee), subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such Grantor Grantor, subject to the Intercreditor Agreement, in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreementrequest, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative At any time after the occurrence and during the continuance of an Event of Default, the Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require request in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each . • Each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation in respect thereof and diligently exercise each material right it may have under any Receivable and any such Supporting Obligation, in each case, at its own expenseexpense consistent with its reasonable business judgment; provided, however, that the Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two (2) Business DaysDays (or such later date as the Agent may agree)) be deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.55.4, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of . • If an Event of Default has occurred and is continuing, at the Agent’s request, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts. • Communications with Obligors. • The Agent in its own name or in the name of others may at any time after the occurrence and during the continuance of an Event of Default communicate with obligors under the Receivables to verify with them to the Agent’s satisfaction the existence, amount and terms of any Receivables. • At any time after the occurrence and during the continuance of an Event of Default, the Agent may at any time notify, or require any Grantor to so notify, the Account Debtor or counterparty on any Receivable of the security interest of the Agent therein. In addition, after the occurrence and during the continuance of an Event of Default, the Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify, the Account Debtor or counterparty to make all payments under the Receivable directly to the Agent.

Certain Matters Relating to Receivables. (a) The After the occurrence of and during the continuation of an Event of Default, the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. At any time and from time to time, upon the Administrative Agent's request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Administrative Agent to furnish to the Administrative Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Each Grantor hereby agrees to use its commercially reasonable efforts to shall continue to collect all amounts due such Grantor's Receivables in the manner deemed necessary or to become due to advisable by such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseGrantor. If required by the Administrative Agent at any time after the occurrence and during the continuance continuation of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At After the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, occurrence of and during the continuance continuation of an Event of Default Default, at the Administrative Agent's request, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Subject to restrictions set forth in Section 8.07 of the Credit Agreement, the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor’s Receivables and the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Exhibit F-16 Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties Persons only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured PartiesPersons, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At After the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, at the Administrative Agent’s reasonable request, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateralpayable to such Grantor, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative After the occurrence and during the continuance of an Event of Default, or if the Collateral Agent believes, in good faith, that any information as to Receivables provided by the Grantor is incorrect, (i) the Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each the Grantor shall furnish all such assistance and information as the Administrative Collateral Agent may reasonably require in connection with such test verifications, and (ii) upon the Collateral Agent’s reasonable request and at the expense of the Grantor, the Grantor shall promptly cause independent public accountants or others satisfactory to the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any the Grantor, (i) shall be promptly forthwith (and, in any event, within two one (1) Business DaysDay) deposited by such the Grantor in the exact form received, duly endorsed by such the Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such the Grantor in trust for the benefit of the Secured Parties, segregated from other funds of such the Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, hereby authorizes each Grantor to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisablecollect such Grantor’s Receivables, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to curtail or terminate said authority at any time after the rights occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of over which the Administrative AgentAgent has NY-2366651 control, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. Each After the occurrence and during the continuance of an Event of Default, each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (cb) At the Administrative Agent’s request but subject to request, after the confidentiality provisions set forth in the Credit Agreement, during the continuance occurrence of an Event of Default Default, each Grantor shall make available deliver to the Administrative Agent all original (but to the extent originals are not available, copies) and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the . The Administrative Agent under Section 5.2(b)hereby authorizes each Grantor to collect such Grantor’s Receivables, and each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense; provided, however, that the Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5 hereof, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Grantor shall make available to the Administrative Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative If an Event of Default shall occur and be continuing, the Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Collateral Agent may reasonably require in connection with such test verifications. (b) Subject The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables, subject to the rights Collateral Agent’s direction and control, and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Collateral Agent’s reasonable request but subject to following the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance continuation of an Event of Default Default, each Grantor shall make available deliver to the Administrative Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts. (d) It is understood that the provisions of this Section 5.1 apply only to Receivables that constitute Collateral.

Certain Matters Relating to Receivables. (a) The If an Event of Default has occurred and is continuing, the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor's Receivables, subject to Article 4, and upon written notice to such Grantor, the Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of a Default under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due 7.01(a) or to become due to such Grantor under (f) of the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseCredit Agreement or an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of a Default under Section 7.01(a) or (f) of the Credit Agreement or an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.5, 7.5 and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement's request, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts. (d) Following the occurrence and during the continuance of an Event of Default, the Administrative Agent may enforce collection of any Accounts and may adjust, settle or compromise the amount of payment thereof, in the same manner and to otherwise exercise all rights with respect to such Accounts, including, without limitation, those set forth set forth in Section 9-607 of the UCC.

Certain Matters Relating to Receivables. (a) The Administrative Agent Lender shall --------------------------------------- have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent Lender may reasonably require in connection with such test verifications. At any time and from time to time, upon the Lender's request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Lender to furnish to the Lender reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject The Lender hereby authorizes each Grantor to collect such Grantor's Receivables, subject to the rights Lender's direction and control, and the Lender may curtail or terminate said authority at any time after the occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Agent Lender at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent Lender, if required, in a Collateral Account maintained under the sole dominion and control of the Administrative AgentLender, subject to withdrawal by the Administrative Agent for the account of the Secured Parties Lender only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured PartiesLender, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit AgreementLender's request, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent Lender all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative After the occurrence and during the continuance of an Event of Default, (i) the Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Collateral Agent may reasonably require require, and shall reimburse the Collateral Agent for any and all expenses incurred by the Collateral Agent (subject to Section 12.05 of the Credit Agreement), in connection with such test verifications, and (ii) upon the Collateral Agent’s reasonable request (but no more often than two times per year prior to the occurrence and continuance of an Event of Default) and at the expense of the relevant Grantor, such Grantor shall promptly cause independent public accountants or others reasonably satisfactory to the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject Except with respect to Receivables arising under the rights Vodafone Agreement and the Citibank Agreement (the collection of which shall be governed by Section 4.06 of the Administrative Agent under Section 5.2(bCredit Agreement and the Netherlands Pledge Agreement), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If if required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two one (1) Business DaysDay) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Secured Parties only as provided in Section 5.56.4, and (ii) until so turned over, shall be held by such Grantor in trust for the benefit of the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Collateral Agent’s request but subject to after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, each Grantor shall make available promptly deliver to the Administrative Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative After the occurrence and during the continuance of a Default, (i) Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications, and (ii) upon Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall promptly cause independent public accountants or others reasonably satisfactory to Agent to furnish to Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), hereby authorizes each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due such Grantor’s Receivables, and Agent may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of a Default. If reasonably required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of a Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two one (1) Business DaysDay) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.55.05, and (ii) until so turned over, shall be held by such Grantor in trust for the benefit of the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default a Default, each Grantor shall make available promptly deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, hereby authorizes each Grantor to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisablecollect such Grantor’s Receivables, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to curtail or terminate said authority at any time after the rights occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of over which the Administrative AgentAgent has control, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. Each At the Administrative Agent’s request after the occurrence and during the continuance of an Event of Default, each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (cb) At the Administrative Agent’s request but subject to request, after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated)right, at its own expense if any time after the occurrence and during the continuance of an Event of Default does not then existDefault, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor Borrower shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Borrower to collect such Borrower’s Receivables, subject to the rights Administrative Agent’s direction and control after the occurrence and during the continuance of an Event of Default, and the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under terminate said authority at any time after the Receivables occurrence and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseduring the continuance of an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any GrantorBorrower, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor Borrower in the exact form received, duly endorsed indorsed by such Grantor Borrower to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor Borrower in trust for the Administrative Agent and the Secured Parties, segregated from other funds of such GrantorBorrower. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At Subject to Section 5.12, at the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreementrequest, during the continuance of an Event of Default each Grantor Borrower shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receiptsReceivables.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, hereby authorizes each Grantor to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisablecollect such Grantor’s Receivables, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to curtail or terminate said authority at any time after the rights occurrence and during the continuance of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expensean Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of over which the Administrative AgentAgent has control, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. Each After the occurrence and during the continuance of an Event of Default, each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (cb) At the Administrative Agent’s request but subject to reasonable request, after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The If an Event of Default has occurred and is continuing, the Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject The Administrative Agent hereby authorizes each Grantor to the rights of collect such Grantor’s Receivables, subject to Section 4, and upon written notice to such Grantor, the Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of a Default under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due 7.01(a) or to become due to such Grantor under (f) of the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expenseCredit Agreement or an Event of Default. If required by the Administrative Agent at any time after the occurrence and during the continuance of a Default under Section 7.01(a) or (f) of the Credit Agreement or an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.57.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreementrequest, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right At any time and from time to time (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, not more frequently than once per fiscal year), upon the Agent's request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to make the Agent to furnish to the Agent reports showing reconciliations, aging and test verifications of of, and trial balances for, the Receivables that are included in the Collateral in any manner and through any medium that it the Agent reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be promptly forthwith (and, in any event, within two Business Days) deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall shall, if required by the Agent, be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At If required by the Administrative Agent’s request but subject to Agent at any time after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default Default, each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative After the occurrence and during the continuance of an Event of Default, or if the Collateral Agent believes, in good faith, that any information as to Receivables provided by the Grantor is incorrect, (i) the Collateral Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each the Grantor shall furnish all such assistance and information as the Administrative Collateral Agent may reasonably require in connection with such test verifications, and (ii) upon the Collateral Agent’s reasonable request and at the expense of the Grantor, the Grantor shall promptly cause independent public accountants or others satisfactory to the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any the Grantor, (i) shall be promptly forthwith (and, in any event, within two one (1) Business DaysDay) deposited by such the Grantor in the exact form received, duly endorsed by such the Grantor to the Administrative Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Collateral Agent, subject to withdrawal by the Administrative Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such the Grantor in trust for the benefit of the Secured Parties, segregated from other funds of such the Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Collateral Agent’s request but subject to after the confidentiality provisions set forth in the Credit Agreement, occurrence and during the continuance of an Event of Default each Default, the Grantor shall make available promptly deliver to the Administrative Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Domestic Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under Section 5.2(b), each Domestic Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due or to become due to such Domestic Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Domestic Grantor, (i) shall be promptly (and, in any event, within two Business Days) deposited by such Domestic Grantor in the exact form received, duly endorsed by such Domestic Grantor to the Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.5, and (ii) until so turned over, shall be held by such Domestic Grantor in trust for the Secured Parties, segregated from other funds of such Domestic Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreement, during the continuance of an Event of Default each Domestic Grantor shall make available to the Administrative Agent original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a1) The Administrative Agent shall have the right (but shall Except as otherwise provided in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) Subject to the rights of the Administrative Agent under this Section 5.2(b6.01(a), each Grantor hereby agrees to use shall collect, at its commercially reasonable efforts to continue to collect sole cost and expense, all amounts due or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise such Grantor's Receivables. In connection with such collections, each material right it Grantor may have under any Receivable and any Supporting Obligation, in each casetake (and, at its own expense. If required by the Administrative Agent Secured Party's direction, shall take) such action as such Grantor or the Secured Party may deem necessary or advisable to enforce collection of the Receivables; provided, however, that the Secured Party shall have the right at any time after time, upon the occurrence and during the continuance of an any Event of Default, any payments of Receivables, when collected by any Grantor, (i) to notify, or require such Grantor to notify, the account debtors or counterparties under any Receivables of the Secured Party's security interest in such Receivables and (ii) to direct, or cause such Grantor to direct, such account debtors or counterparties to make payment of all amounts due or to become due to such Grantor under any of the Receivables directly to the Secured Party, for deposit in a Collateral Account. If an Event of Default shall have occurred and be continuing, all amounts and Proceeds (including instruments) received by any Grantor in respect of the Receivables shall be promptly received in trust for the benefit of the Secured Party hereunder, shall be segregated from other funds of such Grantor and shall be forthwith (and, in any event, within two one (1) Business DaysDay) deposited by such Grantor paid over to the Secured Party in the exact same form received, duly endorsed by such Grantor to the Administrative Agent if required, as so received (with any necessary endorsement) and deposited in a Collateral Account maintained under and, at the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account discretion of the Secured Parties only Party, be held as additional collateral security for the Obligations or applied in payment of the Obligations as provided in Section 5.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured Parties, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit6.05(b). (c2) No Grantor will permit or consent to the subordination of its right to payment under any of the Receivables to any other indebtedness, liabilities or obligations of the obligor thereunder. (3) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit AgreementSecured Party's request, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent Secured Party all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the Collateral, including original orders, invoices and shipping receiptsReceivables.

Certain Matters Relating to Receivables. (a) The Administrative Agent shall have the right (but shall in no way be obligated), at its own expense if an Event of Default does not then exist, to make test verifications of the Receivables that are included in the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. At any time during the existence and continuance of an Event of Default, upon the Administrative Agent’s request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Administrative Agent to furnish to the Administrative Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) Subject The Administrative Agent hereby authorizes each Grantor to collect such Grantor’s Receivables, subject to the rights of Administrative Agent’s direction and control, and the Administrative Agent under Section 5.2(b), each Grantor hereby agrees to use its commercially reasonable efforts to continue to collect all amounts due may curtail or to become due to such Grantor under the Receivables and any Supporting Obligation and diligently exercise each material right it may have under any Receivable and any Supporting Obligation, in each case, at its own expense. If required by the Administrative Agent terminate said authority at any time after the occurrence and during the continuance of an Event of Default, any . Any payments of Receivables, when collected by any Grantor, (i) shall be promptly (and, in any event, within two Business Days) forthwith deposited by such Grantor in the exact form received, duly endorsed indorsed by such Grantor to the Administrative Agent if requiredAgent, in a Collateral Account maintained under the sole dominion and control of the Administrative Agent, subject to withdrawal by the Administrative Agent for the account of the Secured Parties only as provided in Section 5.5Lockbox Account, and (ii) until so turned over, shall be held by such Grantor in trust for the Secured PartiesAdministrative Agent and the Lenders, segregated from other funds of such Grantor. Each such deposit of Proceeds of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (c) At the Administrative Agent’s request but subject to the confidentiality provisions set forth in the Credit Agreementrequest, during the continuance of an Event of Default each Grantor shall make available deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables that are included in the CollateralReceivables, including including, without limitation, all original orders, invoices and shipping receipts.