Common use of Certain Matters Relating to Receivables Clause in Contracts

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , upon the Administrative Agent’s reasonable request at the expense of the Collateral relevant Guarantor, such Guarantor 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) If required by the Administrative 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 GrantorGuarantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor Guarantor in the exact form received, duly indorsed endorsed by such Grantor Guarantor to the Collateral Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Administrative Agent, subject to withdrawal by the Collateral 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 Guarantor in trust for the Collateral Administrative Agent and the other Secured PartiesLenders, segregated from other funds of such GrantorGuarantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing and at the Collateral Administrative Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor Guarantor shall deliver to the Collateral Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , upon the Administrative Agent’s request and at the expense of the Collateral relevant Grantor, such Grantor shall cause independent public accountants or reasonably 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. 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Administrative Agent, subject to withdrawal by the Collateral 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 Collateral Administrative Agent and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each such deposit Deposits of Proceeds of Receivables Receivables, which individually exceed $100,000, shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (b) [Reserved]. (c) At . If an Event of Default has occurred and is continuing and at the Collateral Administrative Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (ab) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables 's Receivables, subject to the 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 an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties Lenders and the PBGC only as provided in Section 5.56.5, and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent Agent, the Lenders and the other Secured PartiesPBGC in accordance with the terms hereof, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s 's request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) 1. At any time while an Event of Default shall have occurred and be continuing, upon the Lender's request and at the expense of the Borrower, the Borrower 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. 2. The Collateral Agent Lender hereby authorizes each Grantor the Borrower to collect such Grantor’s Receivables the Borrower's Receivables, and the Collateral Agent Lender may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the Collateral Agent Lender at any time after the occurrence and during the continuance of an Event of Default, any payments of or Receivables, when collected by any Grantorthe Borrower, (i) shall be forthwith (and, in any event, within two (2) Business Daysbusiness days) deposited by such Grantor the Borrower in the exact form received, duly indorsed by such Grantor the Borrower to the Collateral Agent Lender if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, Lender subject to withdrawal by the Collateral Agent for the account of the Secured Parties only Lender as provided in Section 5.5V,E hereof, and (ii) until so turned over, shall be held by such Grantor the Borrower in trust for the Collateral Agent and the other Secured PartiesLender, segregated from other funds of such Grantorthe Borrower. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) 3. At the Collateral Agent’s Lender's request, after the occurrence and during the continuance of an Event of Default, each Grantor Borrower shall deliver to the Collateral Agent Lender, and have recorded, all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the then existing Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral --------------------------------------- Agent hereby authorizes each Grantor to collect such Grantor’s 's Receivables and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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 Collateral Agent and the other Secured PartiesAgent, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s 's request, at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. With respect to Receivables constituting Collateral of any Grantor other than Holdings: (a) After an Event of Default has occurred and is continuing, the Collateral Agent shall have the right to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Agent may require in connection with such test verifications. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the 's Receivables. The Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written If required by the Collateral Agent, upon the request of the Collateral Agent Required Lenders or 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral AgentAccount, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s 's request, after upon the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent shall have the right to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and the Grantor shall furnish all such assistance and information as the Collateral Agent may require in connection with such test verifications. At any time and from time to time, upon the Collateral Agent’s request and at the expense of the Grantor, the Grantor shall 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) The Collateral Agent hereby authorizes each Grantor to collect such the Grantor’s Receivables and in the Collateral Agent may curtail manner deemed necessary or terminate said authority at any time after advisable by the occurrence and during the continuance of an Event of DefaultGrantor. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such the Grantor in the exact form received, duly indorsed by such the Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control (within the meaning of Section 9-104 or Section 9-106 of the New York UCC) of the Collateral Agent, subject to withdrawal by the 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 the Grantor in trust for the Collateral Agent and Agent, for the other benefit of the Secured Parties, segregated from other funds of such the Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent shall have the right to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and each Pledgor shall furnish all such assistance and information as the Collateral Agent may reasonably require in connection with such test verifications. At any time and from time to time, upon the Collateral Agent’s reasonable request and at the expense of the relevant Pledgor, such Pledgor shall 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) The Collateral Agent hereby authorizes each Grantor Pledgor to collect such GrantorPledgor’s Receivables Receivables, and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 GrantorPledgor, (i) shall be forthwith immediately (and, in any event, within two (2) Business Days) deposited by such Grantor Pledgor in the exact form received, duly indorsed by such Grantor Pledgor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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 Pledgor in trust for the Collateral Agent and the other Secured Parties, segregated from other funds of such GrantorPledgor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each Each such deposit of Proceeds payments of Receivables shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (b) [Reserved]. (c) At the Collateral Agent’s request, after After the occurrence and during the continuance of an Event of Default, at the Collateral Agent’s request, each Grantor Pledgor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) If an Event of Default shall have occurred and be continuing, upon the Administrative Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others reasonably 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) The Collateral Administrative Agent hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, subject to the Administrative Agent’s direction and control, and the Collateral Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the Collateral 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 forthwith (and, in any event, within two (2) five Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Administrative Agent, subject to withdrawal by the Collateral 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 Collateral Administrative Agent and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of If an Event of DefaultDefault has occurred and be continuing, each Grantor shall deliver to the Collateral Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and each Grantor hereby agrees 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 exercise each right it may have under any Receivable and any such Supporting Obligation, in each case, at its own expense; provided, however, that the Collateral Agent Agent, at the direction of the Required Lenders, may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request If required by the Collateral Agent, at the direction of the Collateral Agent Required Lenders, 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 forthwith promptly (and, in any event, within two (2) Business Days) be deposited by such Grantor in the exact form received, duly indorsed endorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the 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 Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Administrative Agent shall have the right to make test verifications of the Receivables in any reasonable manner and through any reasonable medium (after consultation with the Borrower), and each Grantor shall furnish all such assistance and information as the Administrative Agent may reasonably require in connection with such test verifications. (b) The Administrative Agent hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, subject to the Administrative Agent’s direction and control after an Event of Default, and the Collateral Administrative Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the Collateral 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral AgentAdministrative Agent as security for such Grantor’s obligations, subject to withdrawal by the Collateral 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 Collateral Administrative Agent and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral 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. (b) [Reserved]. (c) At the Collateral Administrative Agent’s reasonable request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Administrative Agent all original and other copies of documents evidencing, and relating to, the agreements and transactions which gave rise to the material Receivables, including including, without limitation, copies of all original orders, invoices and shipping receipts. Originals of such documents shall be provided if necessary, in the reasonable discretion of the Administrative Agent, upon the request of the Administrative Agent.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of DefaultAcceleration Event. Upon written request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of DefaultAcceleration Event, any payments of Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of DefaultAcceleration Event, if requested by the Collateral 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. (b) [Reserved.]. (c) At the Collateral Agent’s written request, after the occurrence and during the continuance of an Event of DefaultAcceleration Event, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts. (d) [Reserved.]

Certain Matters Relating to Receivables. At any time during the occurrence and continuation of an Event of Default: (a) The Collateral Agent shall have the right to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Agent may require in connection with such test verifications. At any time and from time to time, upon the Collateral Agent’s request and at the expense of the relevant Grantor, such Grantor shall cause its 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) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, subject to the Collateral Agent’s direction and control, and the Collateral Agent may curtail or terminate said authority at any time after during the occurrence and during the continuance of an Event of Default. Upon written request of If required by the Collateral Agent at any time after during the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties only as provided in Section 5.56.05, 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes shall have the right to make test verifications of the Receivables that are part of the Collateral in any manner and through any medium that it reasonably considers advisable, and each Grantor to collect shall furnish all such Grantor’s Receivables assistance and information as the Collateral Agent may curtail or terminate said authority at require in connection with such test verifications. At any time and from time to time after the occurrence and during the continuance continuation of an and Event of Default. Upon written , upon the Collateral Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall 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 that are part of the Collateral. (b) If required by the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of ReceivablesReceivables that are part of the Collateral, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties Agents and the 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 Collateral Agent Agents and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s reasonable request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the ReceivablesReceivables that are part of the Collateral, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. §At any time and from time to time after the occurrence and during the continuance of an Event of Default, upon the Collateral Agent’s request, at the direction of the Applicable Authorized Representative, and at the expense of the relevant Grantor, such Grantor shall cause nationally recognized independent registered public accountants or other appropriately qualified experts to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (a) The Collateral Agent Each Grantor is hereby authorizes each Grantor authorized to collect such Grantor’s Receivables Receivables, subject to the Collateral Agent’s direction and control after the occurrence and during the continuance of an Event of Default, and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request If required by the Collateral Agent, at the direction of the Collateral Agent Applicable Authorized Representative, 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, 6.5 and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent and Agent, for the other ratable benefit of the Secured Parties, segregated from other funds of such Grantor; provided however that insofar as the foregoing applies to Government Receivables, such actions shall be required only to the extent permitted by law and in a manner consistent with applicable law and regulations. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the ReceivablesReceivables (except for any such original documents of which it is necessary or advisable for such Grantor to maintain possession in compliance with any Requirement of Law, in which case, a copy of such document shall be delivered), including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) Upon the Agent’s request but no more frequently than once per calendar year (or if an Event of Default has occurred and is continuing, at any time), and at the expense of the relevant Grantor, such Grantor shall furnish to the Agent reports showing reconciliations and aging of, and trial balances for, its material Receivables. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and each Grantor hereby agrees to continue to collect all amounts due or to become due to such Grantor under the Collateral 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 consistent with its reasonable business judgment; provided, however, that the Agent may curtail or terminate said authority upon delivery or written notice to such Grantor at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) three Business DaysDays of receipt by such Grantor) deposited by such Grantor in the exact form received, duly indorsed endorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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 Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. After Upon the occurrence and during written request of the continuance of an Event of Default, if requested by the Collateral Agent, each such deposit of Proceeds of Receivables the Borrower shall be accompanied by deliver to the Agent a report identifying in reasonable detail the nature and source of the payments included in the any such deposit. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing, at the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) After the occurrence and during the continuance of an Enforcement Event, the Collateral Trustee shall have the right, upon prior written notice to the Borrower, to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Trustee may reasonably require in connection with such test verifications. At any time after the occurrence and during the continuance of an Enforcement Event, upon the Collateral Trustee’s prior written request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Collateral Trustee to furnish to the Collateral Trustee reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) The Collateral Agent Trustee hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, subject, after the occurrence and during the continuance of an Enforcement Event and upon prior written notice to such Grantor, to the Collateral Trustee’s direction and control, and the Collateral Agent Trustee may curtail or terminate said authority at any time and from time to time after the occurrence and during the continuance of an Enforcement Event. If required in writing by the Collateral Trustee at any time after the occurrence and during the continuance of an Event of Default. Upon written request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of DefaultEnforcement Event, any payments of any Grantor’s Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.such

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s 's Receivables, subject to the Collateral Agent's direction and control, including, with respect to any Receivables for which the obligor thereon is a Governmental Authority, any direction to comply with the Assignment of Claims Act of 1940 or such relevant or analogous state law or regulation in respect of such Receivables, and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral AgentReserve Account, subject to withdrawal by the 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 Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s 's request, after upon the occurrence and during the continuance of an Event of Default, Default each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent shall have the right, if an Event of Default has occurred and is continuing, at any time to make test verifications of the Receivables in any manner and through any medium that it considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Agent may require in connection with such test verifications. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and required to be included in Collateral; provided, that, the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, to the fullest extent permitted by applicable law, any payments of such Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two ten (210) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account an account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, 4.02 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each Each such deposit of Proceeds of Receivables required to be included in Collateral shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (b) [Reserved]. (c) At the Collateral Agent’s request, request at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the ReceivablesReceivables required to be included in Collateral, including including, without limitation, all original orders, invoices and shipping receipts. (d) The Collateral Agent in its own name or in the name of others may at any time when an Event of Default has occurred and is continuing, communicate with obligors under the Receivables required to be included in Collateral to verify with them to the Collateral Agent’s satisfaction the existence, amount and terms of any such Receivables. (e) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, to the fullest extent permitted by applicable law, each Grantor shall notify obligors on the Receivables required to be included in Collateral that such Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (f) Notwithstanding anything herein to the contrary, each Grantor shall remain liable under each of the Receivables required to be included in Collateral to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Collateral Agent nor any Secured Party shall have any obligation or liability under any such Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Collateral Agent or any Secured Party of any payment relating thereto, nor shall the Collateral Agent or any Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any such Receivable (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Certain Matters Relating to Receivables. (a) The Collateral Agent shall have the right, if an Event of Default has occurred and is continuing, at any time to make test verifications of the Receivables in any manner and through any medium that it considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Agent may require in connection with such test verifications. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and required to be included in Collateral; provided that the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, to the fullest extent permitted by applicable law, any payments of such Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two ten (210) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account an account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, 4.02 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each Each such deposit of Proceeds of Receivables required to be included in Collateral shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (b) [Reserved]. (c) At the Collateral Agent’s request, request at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the ReceivablesReceivables required to be included in Collateral, including including, without limitation, all original orders, invoices and shipping receipts. (d) The Collateral Agent in its own name or in the name of others may at any time when an Event of Default has occurred and is continuing, communicate with obligors under the Receivables required to be included in Collateral to verify with them to the Collateral Agent’s satisfaction the existence, amount and terms of any such Receivables. (e) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, to the fullest extent permitted by applicable law, each Grantor shall notify obligors on the Receivables required to be included in Collateral that such Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (f) Notwithstanding anything herein to the contrary, each Grantor shall remain liable under each of the Receivables required to be included in Collateral to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Collateral Agent nor any Secured Party shall have any obligation or liability under any such Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Collateral Agent or any Secured Party of any payment relating thereto, nor shall the Collateral Agent or any Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any such Receivable (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , 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 the Collateral Agent to furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) If required by the 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, subject to the terms and provisions of the Intercreditor Agreement, any payments of Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver deliver, subject to the terms and provisions of the Intercreditor Agreement, to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original agreements, orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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 Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, request after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) During the continuance of an Event of Default, the Collateral Agent shall have the right to make test verifications of the Receivables 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 Collateral Agent may reasonably require in connection with such test verifications. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and Receivables, provided the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If requested by the Collateral Agent in writing at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected by any Grantor, Grantor (i) shall be forthwith (and, in any event, within two (2) five Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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 Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and reasonable request during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent Agent, to the extent reasonably available, all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) [Reserved]. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and each Grantor hereby agrees to continue to collect all amounts due or to become due to such Grantor under the Collateral 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 expense 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. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) be deposited by such Grantor in the exact form received, duly indorsed endorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral 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 Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing, at the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , upon the Administrative Agent’s reasonable request and at the expense of the Collateral relevant Grantor, such Grantor shall use commercially reasonable efforts to 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) 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 forthwith (and, in any event, within two (2) three Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Administrative Agent, subject to withdrawal by the Collateral Administrative Agent for the account of the Administrative 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 Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each Each such deposit of Proceeds of Receivables shall be accompanied by a report information identifying in reasonable detail the nature and source of the payments included in the deposit. (b) [Reserved]deposit in a form reasonably acceptable to the Administrative Agent. (c) At If an Event of Default has occurred and is continuing and at the Collateral Administrative Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent shall have the right to verify the Receivables at any time and from time to time in any manner and through any medium that it considers advisable, and each Grantor shall furnish all such assistance and information as the Agent may require in connection with such test verifications. At any time and from time to time, upon the Agent’s request and at the expense of the relevant Grantor, such Grantor shall furnish to the Agent reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. Each Grantor shall provide such information as the Agent may from time to time request regarding the Receivables, including agings and trial balances. (b) The Agent hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, subject to the 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 an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties only as provided in Section 5.5accordance with this Agreement and the other Credit Documents, 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) 2 Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of over which the Collateral AgentAgent has control, subject to withdrawal by the 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 Collateral Agent and the other Secured PartiesAgent, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) Upon the Collateral Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall furnish to the Collateral Agent reports showing reconciliations, aging and test verifications of, and trial balances for, its material Receivables. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables Receivables, and the Collateral Agent may curtail or terminate said authority upon delivery of written notice to such Grantor at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) three Business DaysDays of receipt by such Grantor) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, 6.5 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 . Upon the written request of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each such deposit of Proceeds of Receivables the Borrower shall be accompanied by deliver to the Collateral Agent, a report identifying in reasonable detail the nature and source of the payments included in the any such deposit. (b) [Reserved]. (c) At the Collateral Agent’s request, after Upon the occurrence and during the continuance of an Event of Default, upon the written request of the Collateral Agent, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , upon the Administrative Agent’s reasonable request at the expense of the Collateral 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) If required by the Administrative 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Administrative Agent, subject to withdrawal by the Collateral Administrative Agent for the account of itself and the Secured Parties Lenders only as provided in Section 5.56.6, and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Administrative Agent and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing and at the Collateral Administrative Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , upon the Administrative Agent’s reasonable request at the expense of the Collateral 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) If required by the Administrative 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Administrative Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Administrative Agent, subject to withdrawal by the Collateral 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 Collateral Administrative Agent and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing and at the Collateral Administrative Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Designated Agents shall have the right, at any time after the occurrence and during the continuance of an Event of Default, to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Designated Agents may require in connection with such test verifications. At any time and from time to time after the occurrence and during the continuance of an Event of Default, upon the Designated Agents' request and at the expense of the relevant Grantor, such Grantor shall cause independent public accountants or others satisfactory to the Designated Agents to furnish to the Designated Agents reports showing reconciliations, aging and test verifications of, and trial balances for, the Receivables. (b) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables 's Receivables, subject to the Collateral Agent's direction and control after the occurrence and during the continuance of an Event of Default, and the Collateral Agent Designated Agents may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request Each Grantor shall cause all payments in respect of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected Accounts to be made either by any Grantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited check delivered to a Lockbox or by such Grantor in the exact form received, duly indorsed by such Grantor funds transfer to the Collateral Agent if required, in a Collateral Lockbox Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral 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. (b) [Reserved]or Control Account. (c) At the Collateral Agent’s request, Designated Agents' request at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent Designated Agents all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , upon the Collateral Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall use commercially reasonable efforts to 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) If required by the 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 forthwith (and, in any event, within two (2) three Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and from time to time during the continuance of an Event of Default, the Collateral Agent may collect each Grantor’s Receivables and exercise each right such Grantor may have under any Receivable at such Grantor’s own expense and may, upon delivery of written notice to such Grantor, curtail or terminate any Grantor’s authority to exercise rights with respect to any Grantor’s Receivables. Upon written request of If required by the 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 forthwith (and, in any event, within two three (23) Business DaysDays of receipt by such Grantor) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the Secured Parties only as provided in Section 5.5, 6.5 and (ii) until so turned over, shall be held by such Grantor in trust for the Collateral Agent and the other Secured Parties, Parties segregated from other funds of such Grantor. After . (b) Upon the occurrence and during the continuance of an Event of Default, if requested by upon the written request of the Collateral 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. (b) [Reserved]. (c) At the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including without limitation all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor At any time and from time to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request , Agent shall have the right to make test verifications of the Collateral Receivables in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information Agent may reasonably require in connection with such test verifications. At any time and from time to time 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, the Receivables. If required by Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of Receivables, when collected or received by or on behalf of any Grantor, (i) shall be forthwith (and, in any event, within two (2) 2 Business Days) deposited by such Grantor in the exact form received, duly indorsed (but without any representation or warranty) by such Grantor to the Collateral Agent if required, in a Collateral Account collateral account maintained under the sole dominion and control of the Collateral Agent, subject for application to withdrawal by the Collateral 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 Collateral Agent and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) . At the Collateral Agent’s request, any time and from time to time after the occurrence and during the continuance of an Event of Default, at Agent's request, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at At any time after the occurrence and during the continuance of an Event of Default. Upon written , upon the Collateral Agent’s reasonable request and at the expense of the relevant Grantor, such Grantor shall use its best efforts to 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) If required by the 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 forthwith (and, in any event, within two three Business Days (2) Business Daysor such later time as may be agreed by the Collateral Agent)) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing and at the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Subject to the terms of the Intercreditor Agreement, the Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables required to be included in Collateral and the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request Subject to the terms of the Intercreditor Agreement, if required by the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, any payments of such Receivables, when collected by any Grantor, (i) shall be forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral Agent for the account of the other 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. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each Each such deposit of Proceeds of Receivables required to be included in Collateral shall be accompanied by a report identifying in reasonable detail the nature and source of the payments included in the deposit. (b) [Reserved]. (c) At If an Event of Default has occurred and is continuing, at the Collateral Agent’s request, after the occurrence and during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the ReceivablesReceivables required to be included in Collateral, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent shall have the right to make test verifications of the Receivables in any manner and through any medium that it reasonably considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Agent may require in connection with such test verifications. At any time and from time to time, upon the Collateral Agent's request and at the expense of the applicable Grantor, such Grantor shall 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) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and 's Receivables; provided, however, the Collateral Agent may curtail or terminate said authority at any time after the occurrence and during the continuance of an Event of Default. Upon written request of If required by the 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 forthwith (and, in any event, within two (2) Business Days) deposited by such Grantor in the exact form received, duly indorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the Collateral 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 Collateral Agent and the other Secured PartiesLenders, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s 's request, after the occurrence and at any time during the continuance of an Event of Default, each Grantor shall deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including including, without limitation, all original orders, invoices and shipping receipts.

Certain Matters Relating to Receivables. (a) The Collateral Agent hereby authorizes each Grantor to collect such Grantor’s Receivables and the Collateral Agent may curtail or terminate said authority at any time after After the occurrence and during the continuance of an Event of Default. Upon written , (i) the Collateral Agent shall have the right to make test verifications of the Receivables in any manner and through any medium that it considers advisable, and each Grantor shall furnish all such assistance and information as the Collateral Agent may reasonably 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 (2) 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) If required by the 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 forthwith (and, in any event, within two one (21) Business DaysDay) deposited by such Grantor in the exact form received, duly indorsed endorsed by such Grantor to the Collateral Agent if required, in a Collateral Account maintained under the sole dominion and control of the Collateral Agent, subject to withdrawal by the 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 Collateral Agent and benefit of the other Secured Parties, segregated from other funds of such Grantor. After the occurrence and during the continuance of an Event of Default, if requested by the Collateral Agent, each 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. (b) [Reserved]. (c) At the Collateral Agent’s request, request after the occurrence and during the continuance of an Event of Default, each Grantor shall promptly deliver to the Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to the Receivables, including all original orders, invoices and shipping receipts. [***] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.