Common use of Certain Rights of the Administrative Agent Clause in Contracts

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators pursuant to Section 11.1 or following an Event of Default: (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s request and at the Borrower’s expense, the Borrower shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s request and at the Borrower’s expense, the Borrower and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections and Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes the Administrative Agent to take any and all steps in the Borrower’s name and on behalf of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s name on checks and other instruments representing Collections and enforcing the Mortgage Assets and the other Collateral.

Certain Rights of the Administrative Agent. At any time following Following the designation occurrence of a Servicer other than the Originators pursuant to Section 11.1 Trigger Event or following an Event of Default:Potential Trigger Event, (a) The Administrative Agent may direct the Obligors that all payments thereunder under the Related Contracts be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s 's request and at the Borrower’s Transferor's expense, the Borrower Transferor shall notify each Obligor of the Lien on interest of the Mortgage Assets Administrative Agent in the Receivables under this Agreement and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s 's request and at the Borrower’s Transferor's expense, the Borrower Transferor and the Servicer Collection Agent shall (iA) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets Receivables and Collections the Related Contracts and CollateralRelated Security, or that are otherwise necessary or desirable to collect the Mortgage AssetsReceivables, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (iiB) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed indorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower Transferor authorizes the Administrative Agent to take any and all steps in the Borrower’s Transferor's name and on behalf of the Borrower Transferor that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage AssetsReceivables, including, without limitation, endorsing the Borrower’s Transferor's name on checks and other instruments representing Collections and enforcing the Mortgage Assets Receivables and the other CollateralRelated Security and related Contracts.

Certain Rights of the Administrative Agent. (a) The Administrative Agent is authorized at any time after the occurrence of an Event of Termination that has not been waived in accordance with Section 2.02 to deliver (i) to the Controlled Account Bank the Notice of Effectiveness provided for in the Controlled Account Agreement and (ii) to any Collection Account Bank the Notice of Effectiveness provided in any Collection Account Agreement with such Collection Account Bank. The Seller hereby transfers to the Administrative Agent the exclusive control of the Controlled Account and each Collection Account to which the Obligors of Pool Receivables shall make payments, subject only to the Administrative Agent’s delivery of such Notice of Effectiveness. The Seller shall take any actions reasonably requested by the Administrative Agent to effect such transfer of control of the Controlled Account and each Collection Account to the Administrative Agent. All amounts in the Controlled Account that represent Collections of Receivables may, in accordance with this Agreement, be deposited with the Administrative Agent for transfer into the respective Purchaser Agent’s Account, pro rata in accordance with outstanding Capital. (b) At any time following the designation of a Servicer other than the Originators pursuant to Section 11.1 or following an Event of DefaultTermination or an Incipient Event of Termination that has not been waived in accordance with Section 2.02: (ai) The Administrative Agent may direct the Obligors of Pool Receivables that all payments thereunder be made directly to the Administrative Agent or its designee. (bii) At the Seller’s expense the Administrative Agent’s request Agent may, and at the Borrower’s expenserequest of the Administrative Agent the Seller shall, the Borrower shall notify each Obligor of Pool Receivables of the Lien on ownership of Receivable Interests under this Agreement and the Mortgage Assets other Transaction Documents and direct that payments be made directly to the Administrative Agent or its designee. (ciii) At the Administrative Agent’s request and at the BorrowerSeller’s expense, the Borrower Seller and the Servicer Collection Agent shall (ix) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets Pool Receivables and Collections the related Contracts and CollateralRelated Security, or that are otherwise necessary or desirable to collect the Mortgage AssetsPool Receivables, and shall make the same available to the Administrative Agent and each Purchaser Agent at a place selected by the Administrative Agent or its designee, and (iiy) segregate all cash, checks and other instruments received by it from time to time constituting Collections of Pool Receivables in a manner acceptable to the Administrative Agent andand each Purchaser Agent, and (z) promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (dc) The Borrower Seller and the Collection Agent each irrevocably authorizes the Administrative Agent at any time and from time to time in the sole discretion of the Administrative Agent, and appoints the Administrative Agent as its attorney-in-fact, to act on behalf of the Seller and the Collection Agent (i) to execute on behalf of the Seller as debtor (if required) and to file financing statements as the Administrative Agent deems reasonably necessary or desirable to perfect and to maintain the perfection and priority of the interest of the Administrative Agent, on behalf of the Purchaser Agents, Investors and the Banks, in the Receivables and (ii) to file a carbon, photographic or other reproduction of this Agreement or any financing statement with respect to the Receivables as a financing statement in such offices as the Administrative Agent reasonably deems necessary or desirable to perfect and to maintain the perfection and priority of the interests of the Investors in the Receivables; provided that nothing in this Section 4.03(c) shall authorize the Administrative Agent to take any and all steps action to effect any release of the security interests of third parties in the Borrower’s name and on behalf Identifiable Combined Assets without the prior written consent of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s name on checks and other instruments representing Collections and enforcing the Mortgage Assets Seller and the other CollateralCollection Agent. This appointment is coupled with an interest and is irrevocable.

Certain Rights of the Administrative Agent. (a) The Administrative Agent is authorized at any time after the occurrence of an Event of Termination to deliver to the Controlled Account Bank the Notice of Effectiveness provided for in the Controlled Account Agreement. The Seller hereby transfers to the Administrative Agent the exclusive control of the Controlled Account to which the Obligors of Pool Receivables shall make payments, subject only to the Administrative Agent’s delivery of such Notice of Effectiveness. The Seller shall take any actions reasonably requested by the Administrative Agent to effect such transfer of control of the Controlled Account to the Administrative Agent. All amounts in the Controlled Account that represent Collections of Receivables may, in accordance with this Agreement, be deposited into the respective Purchaser Agent’s Account, pro rata in accordance with outstanding Capital. (b) At any time following the designation of a Servicer other than the Originators pursuant to Section 11.1 or following an Event of DefaultTermination or an Incipient Event of Termination: (ai) The Administrative Agent may direct the Obligors of Pool Receivables that all payments thereunder be made directly to the Administrative Agent or its designee. (bii) At the Seller’s expense the Administrative Agent’s request Agent may, and at the Borrower’s expenserequest of the Administrative Agent the Seller shall, the Borrower shall notify each Obligor of Pool Receivables of the Lien on ownership of Receivable Interests under this Agreement and the Mortgage Assets other Transaction Documents and direct that payments be made directly to the Administrative Agent or its designee. (ciii) At the Administrative Agent’s request and at the BorrowerSeller’s expense, the Borrower Seller and the Servicer Collection Agent shall (ix) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets Pool Receivables and Collections the related Contracts and CollateralRelated Security, or that are otherwise necessary or desirable to collect the Mortgage AssetsPool Receivables, and shall make the same available to the Administrative Agent and each Purchaser Agent at a place selected by the Administrative Agent or its designee, and (iiy) segregate all cash, checks and other instruments received by it from time to time constituting Collections of Pool Receivables in a manner acceptable to the Administrative Agent andand each Purchaser Agent, and (z) promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (dc) The Borrower Seller and the Collection Agent each irrevocably authorizes the Administrative Agent at any time and from time to time in the sole discretion of the Administrative Agent, and appoints the Administrative Agent as its attorney-in-fact, to act on behalf of the Seller and the Collection Agent (i) to execute on behalf of the Seller as debtor (if required) and to file financing statements necessary or desirable in the Administrative Agent’s sole discretion to perfect and to maintain the perfection and priority of the interest of the Administrative Agent, on behalf of the Purchaser Agents and the Banks, in the Receivables and (ii) to file a carbon, photographic or other reproduction of this Agreement or any financing statement with respect to the Receivables as a financing statement in such offices as the Administrative Agent in its sole discretion deems necessary or desirable to perfect and to maintain the perfection and priority of the interests of the Purchasers in the Receivables; provided that nothing in this Section 4.03(c) shall authorize the Administrative Agent to take any and all steps action to effect any release of the security interests of third parties in the Borrower’s name and on behalf Identifiable Combined Assets or the Equipment Sale Receivables without the prior written consent of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s name on checks and other instruments representing Collections and enforcing the Mortgage Assets Seller and the other CollateralCollection Agent. This appointment is coupled with an interest and is irrevocable.

Certain Rights of the Administrative Agent. At any time following Following the designation occurrence of a Trigger Event, a Potential Trigger Event, a Servicer other than the Originators pursuant to Section 11.1 Termination Event or following an Event of Default:a Potential Servicer Termination Event, (a) The Administrative Agent may direct the Obligors that all payments thereunder under the Related Contracts be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s 's request and at the Borrower’s Transferor's expense, the Borrower Transferor shall notify each Obligor of the Lien on interest of the Mortgage Assets Administrative Agent in the Receivables under this Agreement and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s 's request and at the Borrower’s Transferor's expense, the Borrower Transferor and the Servicer Collection Agent shall (iA) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets Receivables and Collections the Related Contracts and CollateralRelated Security, or that are otherwise necessary or desirable to collect the Mortgage AssetsReceivables, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (iiB) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed indorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower Transferor authorizes the Administrative Agent to take any and all steps in the Borrower’s Transferor's name and on behalf of the Borrower Transferor that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage AssetsReceivables, including, without limitation, endorsing the Borrower’s Transferor's name on checks and other instruments representing Collections and enforcing the Mortgage Assets Receivables and the other CollateralRelated Security and related Contracts.

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators Originator pursuant to Section 11.1 or following an Event of Default:: 84 (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections and Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner reasonably acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes the Administrative Agent to take any and all steps in the Borrower’s 's name and on behalf of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s 's name on checks and other instruments representing Collections and enforcing the Mortgage Assets and the other Collateral.

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators pursuant to Section 11.1 or following an Event of Default: (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s 's reasonable request and at the Borrower’s 's expense, the Borrower and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections and Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner reasonably acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes the Administrative Agent to take any and all steps in the Borrower’s 's name and on behalf of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s 's name on checks and other instruments representing Collections and enforcing the Mortgage Assets and the other Collateral.

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators Originator pursuant to Section 11.1 or following an Event of Default: (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections and Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes the Administrative Agent to take any and all steps in the Borrower’s 's name and on behalf of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s 's name on checks and other instruments representing Collections and enforcing the Mortgage Assets and the other Collateral.

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators Sellers pursuant to Section 11.1 or following an Event of Default: (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s request and at the Borrower’s Sellers’ expense, the Borrower Sellers shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s reasonable request and at the Borrower’s Seller’ expense, the Borrower Sellers and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections and Mortgage Loan Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner reasonably acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes Sellers authorize the Administrative Agent to take any and all steps in the Borrower’s Sellers’ name and on behalf of the Borrower Sellers that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s Sellers’ name on checks and other instruments representing Collections and enforcing the Mortgage Assets and the other Collateralrelated assets.

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators pursuant to Section 11.1 or following an Event of Default: (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections and Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes the Administrative Agent to take any and all steps in the Borrower’s 's name and on behalf of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s 's name on checks and other instruments representing Collections and enforcing the Mortgage Assets and the other Collateral.

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators Originator pursuant to Section 11.1 or following an Event of Default: (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s request and at the Borrower’s expense, the Borrower shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s request and at the Borrower’s expense, the Borrower and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections Collateral Proceeds and Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections Collateral Proceeds in a manner acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes the Administrative Agent to take any and all steps in the Borrower’s name and on behalf of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s name on checks and other instruments representing Collections Collateral Proceeds and enforcing the Mortgage Assets and the other Collateral.

Certain Rights of the Administrative Agent. (a) The Administrative Agent is authorized at any time after the occurrence of an Event of Termination that has not been waived in accordance with Section 2.02 to deliver (i) to the Controlled Account Bank the Notice of Effectiveness provided for in the Controlled Account Agreement. and (ii) to any Collection Account Bank the Notice of Effectiveness provided in any Collection Account Agreement with such Collection Account Bank. The Seller hereby transfers to the Administrative Agent the exclusive control of the Controlled Account and each Collection Account to which the Obligors of Pool Receivables shall make payments, subject only to the Administrative Agent’s delivery of such Notice of Effectiveness. The Seller shall take any actions reasonably requested by the Administrative Agent to effect such transfer of control of the Controlled Account and each Collection Account to the Administrative Agent. All amounts in the Controlled Account that represent Collections of Receivables may, in accordance with this Agreement, be deposited with the Administrative Agent for transfer into the respective Purchaser Agent’s Account, pro rata in accordance with outstanding Capital. (b) At any time following the designation of a Servicer other than the Originators pursuant to Section 11.1 or following an Event of DefaultTermination or an Incipient Event of Termination that has not been waived in accordance with Section 2.02: (ai) The Administrative Agent may direct the Obligors of Pool Receivables that all payments thereunder be made directly to the Administrative Agent or its designee. (bii) At the Seller’s expense the Administrative Agent’s request Agent may, and at the Borrower’s expenserequest of the Administrative Agent the Seller shall, the Borrower shall notify each Obligor of Pool Receivables of the Lien on ownership of Receivable Interests under this Agreement and the Mortgage Assets other Transaction Documents and direct that payments be made directly to the Administrative Agent or its designee. (ciii) At the Administrative Agent’s request and at the BorrowerSeller’s expense, the Borrower Seller and the Servicer Collection Agent shall (ix) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets Pool Receivables and Collections the related Contracts and CollateralRelated Security, or that are otherwise necessary or desirable to collect the Mortgage AssetsPool Receivables, and shall make the same available to the Administrative Agent and each Purchaser Agent at a place selected by the Administrative Agent or its designee, and (iiy) segregate all cash, checks and other instruments received by it from time to time constituting Collections of Pool Receivables in a manner acceptable to the Administrative Agent andand each Purchaser Agent, and (z) promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (dc) The Borrower Seller and the Collection Agent each irrevocably authorizes the Administrative Agent at any time and from time to time in the sole discretion of the Administrative Agent, and appoints the Administrative Agent as its attorney-in-fact, to act on behalf of the Seller and the Collection Agent (i) to execute on behalf of the Seller as debtor (if required) and to file financing statements as the Administrative Agent deems reasonably necessary or desirable in the Administrative Agent’s sole discretion to perfect and to maintain the perfection and priority of the interest of the Administrative Agent, on behalf of the Purchaser Agents, Investors and the Banks, in the Receivables and (ii) to file a carbon, photographic or other reproduction of this Agreement or any financing statement with respect to the Receivables as a financing statement in such offices as the Administrative Agent in its sole discretionreasonably deems necessary or desirable to perfect and to maintain the perfection and priority of the interests of the Investors in the Receivables; provided that nothing in this Section 4.03(c) shall authorize the Administrative Agent to take any and all steps action to effect any release of the security interests of third parties in the Borrower’s name and on behalf Identifiable Combined Assets or the Equipment Sale Receivables without the prior written consent of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s name on checks and other instruments representing Collections and enforcing the Mortgage Assets Seller and the other CollateralCollection Agent. This appointment is coupled with an interest and is irrevocable.

Certain Rights of the Administrative Agent. At any time following the designation of a Servicer other than the Originators Originator pursuant to Section 11.1 or following an Event of Default: (a) The Administrative Agent may direct the Obligors that all payments thereunder be made directly to the Administrative Agent or its designee. (b) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower shall notify each Obligor of the Lien on the Mortgage Assets and direct that payments be made directly to the Administrative Agent or its designee. (c) At the Administrative Agent’s 's request and at the Borrower’s 's expense, the Borrower and the Servicer shall (i) assemble all of the documents, instruments and other records (including, without limitation, computer tapes and disks) that evidence or relate to the Mortgage Assets and Collections and Collateral, or that are otherwise necessary or desirable to collect the Mortgage Assets, and shall make the same available to the Administrative Agent at a place selected by the Administrative Agent or its designee, and (ii) segregate all cash, checks and other instruments received by it from time to time constituting Collections in a manner reasonably acceptable to the Administrative Agent and, promptly upon receipt, remit all such cash, checks and instruments, duly endorsed or with duly executed instruments of transfer, to the Administrative Agent or its designee. (d) The Borrower authorizes the Administrative Agent to take any and all steps in the Borrower’s 's name and on behalf of the Borrower that are necessary or desirable, in the determination of the Administrative Agent, to collect amounts due under the Mortgage Assets, including, without limitation, endorsing the Borrower’s 's name on checks and other instruments representing Collections and enforcing the Mortgage Assets and the other Collateral.