Common use of Collateral Collections Clause in Contracts

Collateral Collections. After an Event of Default shall have occurred, Lender shall have the right at any and all times to enforce Borrower’s rights against account debtors and other parties obligated on Collateral, including, but not limited to, the right to: (a) notify and/or require Borrower to notify any or all account debtors and other parties obligated on Collateral to make payments directly to Lender or in care of a post office lock box under the sole control of Lender established at Borrower’s expense subject to Lender’s customary arrangements and charges therefore, and to take any or all action with respect to Collateral as Lender shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx for and receive any money or property at any time due, payable or receivable on account thereof, compromise and settle with any Person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to Borrower; (b) require Borrower to segregate and hold in trust for Lender and, on the day of Borrower’s receipt thereof, transmit to Lender in the exact form received by Borrower (except for such assignments and endorsements as may be required by Lender), all cash, checks, drafts, money orders and other items of payment constituting Collateral or proceeds of Collateral; and/or (c) establish and maintain at Lender a “Repayment Account,” which shall be under the exclusive control of and subject to the sole order of Lender and which shall be subject to the imposition of such customary charges as are imposed by Lender from time to time upon such accounts, for the deposit of cash, checks, drafts, money orders and other items of payments constituting Collateral or proceeds of Collateral from which Lender may, in its sole discretion, at any time and from time to time, withdraw all or any part. Lender’s collection and enforcement of Collateral against account debtors and other Persons obligated thereon shall be deemed to be commercially reasonable if Lender exercises the care and follows the procedures that Lender generally applies to the collection of Obligations owed to Lender. All cash and non-cash proceeds of the Collateral may be applied by Lender upon Lender’s actual receipt of cash proceeds against such of the Obligations, matured or unmatured, as Lender shall determine in Lender’s sole discretion.

Collateral Collections. After an Event of Default shall have occurred, subject to the first priority rights of the Prior Secured Party under the Existing Credit Agreements, Lender shall have the right at any and all times to enforce Borrower’s rights against account debtors borrowers and other parties obligated on Collateral, including, but not limited to, the right to: (a) notify and/or require Borrower to notify any or all account debtors borrowers and other parties obligated on Collateral to make payments directly to Lender or in care of a post office lock box under the sole control of Lender established at Borrower’s expense subject to Lender’s customary arrangements and charges thereforetherefor, and to take any or all action with respect to Collateral as Lender shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx for for, and receive any money or property at any time due, payable payable, or receivable on account thereof, compromise and settle with any Person person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to Borrower; (b) require Borrower to segregate and hold in trust for Lender and, on the day of Borrower’s receipt thereof, transmit to Lender in the exact form received by Borrower (except for such assignments and endorsements as may be required by Lender), all cash, checks, drafts, money orders orders, and other items of payment constituting Collateral or proceeds of Collateral; and/or (c) establish and maintain at a financial institution designated by Lender a “Repayment Account,” which that shall be under the exclusive control of and subject to the sole order of Lender and which that shall be subject to the imposition of such customary charges as are imposed by Lender from time to time upon such accountsaccounts by the financial institution at which such account is maintained, for the deposit of cash, checks, drafts, money orders orders, and other items of payments constituting Collateral or proceeds of Collateral from which Lender may, in its sole discretion, at any time and from time to time, withdraw all or any part. Lender’s collection and enforcement of Collateral against account debtors borrowers and other Persons persons obligated thereon shall be deemed to be commercially reasonable if Lender exercises the care and follows the procedures that Lender a commercially reasonable lender generally applies to the collection of Obligations obligations owed to Lenderit. All cash and non-non- cash proceeds of the Collateral may be applied by Lender upon Lender’s actual receipt of cash proceeds against such of the Obligations, matured or unmatured, as Lender shall determine in Lender’s sole discretion.

Collateral Collections. After Upon an Event of Default shall have occurredDefault, Lender shall have the right at any and all times to enforce BorrowerObligor’s rights against account debtors and other parties obligated on Collateral, including, but not limited to, the right to: (a) notify and/or require Borrower Obligor to notify any or all account debtors and other parties obligated on Collateral to make payments directly to Lender or in care of a post office lock box under the sole control of Lender established at BorrowerObligor’s expense subject to Lender’s customary arrangements and charges thereforetherefor, and to take any or all action with respect to Collateral as Lender shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx sxx for and receive any money or property at any time due, payable or receivable on account thereof, compromise and settle with any Person person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to BorrowerObligor; (b) require Borrower Obligor to segregate and hold in trust for Lender and, on the day of BorrowerObligor’s receipt thereof, transmit to Lender in the exact form received by Borrower Obligor (except for such assignments and endorsements as may be required by Lender), all cash, checks, drafts, money orders and other items of payment constituting Collateral or proceeds of Collateral; and/or (c) establish and maintain at Lender a “Repayment Account,” which shall be under the exclusive control of and subject to the sole order of Lender and which shall be subject to the imposition of such customary charges as are imposed by Lender from time to time upon such accounts, for the deposit of cash, checks, drafts, money orders and other items of payments constituting Collateral or proceeds of Collateral from which Lender may, in its sole discretion, at any time and from time to time, withdraw all or any part. Lender’s collection and enforcement of Collateral against account debtors and other Persons persons obligated thereon shall be deemed to be commercially reasonable if Lender exercises the care and follows the procedures that Lender generally applies to the collection of Obligations obligations owed to Lender. All cash and non-cash proceeds of the Collateral may be applied by Lender upon Lender’s actual receipt of cash proceeds against such of the Obligations, matured or unmatured, as Lender shall determine in Lender’s sole discretion.

Collateral Collections. After If an Event of Default shall have occurredoccurred and is continuing, Lender shall have the right at any and all times to enforce Borrower’s rights against account debtors and other parties obligated on Collateral, including, but not limited to, the right to: (a) notify and/or require Borrower to notify any or all account debtors and other parties obligated on Collateral to make payments directly to Lender or in care of a post office lock box under the sole control of Lender established at Borrower’s expense subject to Lender’s customary arrangements and charges therefore, and to take any or all action with respect to Collateral as Lender shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx for and receive any money or property at any time due, payable or receivable on account thereof, compromise and settle with any Person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to Borrower; (b) require Borrower to segregate and hold in trust for Lender and, on the day of Borrower’s receipt thereof, transmit to Lender in the exact form received by Borrower (except for such assignments and endorsements as may be required by Lender), all cash, checks, drafts, money orders and other items of payment constituting Collateral or proceeds of Collateral; and/or (c) establish and maintain at Lender a “Repayment Account,” which shall be under the exclusive control of and subject to the sole order of Lender and which shall be subject to the imposition of such customary charges as are imposed by Lender from time to time upon such accounts, for the deposit of cash, checks, drafts, money orders and other items of payments constituting Collateral or proceeds of Collateral from which Lender may, in its sole discretion, at any time and from time to time, withdraw all or any part. Lender’s collection and enforcement of Collateral against account debtors and other Persons obligated thereon shall be deemed to be STINGRAY PRESSURE PUMPING, LLC PAGE 11 LOAN AND SECURITY AGREEMENT commercially reasonable if Lender exercises the care and follows the procedures that Lender generally applies to the collection of Obligations owed to Lender. All cash and non-cash proceeds of the Collateral may be applied by Lender upon Lender’s actual receipt of cash proceeds against such of the Obligations, matured or unmatured, as Lender shall determine in Lender’s sole discretion.

Collateral Collections. After an Event of Default shall have occurred, Lender Creditor shall have the right at any and all times to enforce BorrowerDebtor’s rights against account debtors and other parties obligated on Collateral, including, but not limited to, the right to: (a) notify and/or require Borrower Debtor to notify any or all account debtors and other parties obligated on Collateral to make payments directly to Lender Creditor or in care of a post office lock box under the sole control of Lender Creditor established at BorrowerDebtor’s expense subject to LenderCreditor’s customary arrangements and charges thereforetherefor, and to take any or all action with respect to Collateral as Lender Creditor shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx for and receive any money or property at any time due, payable or receivable on account thereof, compromise and settle with any Person person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to BorrowerDebtor; (b) require Borrower Debtor to segregate and hold in trust for Lender Creditor and, on the day of BorrowerDebtor’s receipt thereof, transmit to Lender Creditor in the exact form received by Borrower Debtor (except for such assignments and endorsements as may be required by LenderCreditor), all cash, checks, drafts, money orders and other items of payment constituting Collateral or proceeds of Collateral; and/or (c) establish and maintain at Lender Creditor a “Repayment Account,” which shall be under the exclusive control of and subject to the sole order of Lender Creditor and which shall be subject to the imposition of such customary charges as are imposed by Lender Creditor from time to time upon such accounts, for the deposit of cash, checks, drafts, money orders and other items of payments constituting Collateral or proceeds of Collateral from which Lender Creditor may, in its sole discretion, at any time and from time to time, withdraw all or any part. LenderCreditor’s collection and enforcement of Collateral against account debtors and other Persons persons obligated thereon shall be deemed to be commercially reasonable if Lender Creditor exercises the care and follows the procedures that Lender Creditor generally applies to the collection of Obligations obligations owed to LenderCreditor. All cash and non-cash proceeds of the Collateral may be applied by Lender Creditor upon LenderCreditor’s actual receipt of cash proceeds against such of the Obligations, matured or unmatured, as Lender Creditor shall determine in LenderCreditor’s sole discretion.

Collateral Collections. After an Event of Default shall have occurred, Lender shall have the right at any and all times to enforce Borrower’s rights against account debtors and other parties obligated on Collateral, including, but not limited to, the right to: (a) notify and/or require On or before the Closing Date, Borrower to notify any or all account debtors and other parties obligated on shall establish the Collateral to make payments directly to Lender or Account in care of a post office lock box under the sole control of Lender established at Borrower’s expense subject to Lender’s customary arrangements name, for the benefit of Agent and charges thereforethe Lenders, and to take any or all action with respect to Collateral as Lender shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx for and receive any money or property at any time due, payable or receivable on account thereof, compromise and settle with any Person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to Borrower; East West Bank. (b) require Borrower shall direct or otherwise cause (and shall direct the Trust and/or each Approved Servicer (and the Trust and/or each Approved Servicer shall follow such direction)) the Account Obligor of each Receivable allocated to segregate and hold in trust for Lender and, on the day of Borrower’s receipt thereof, transmit to Lender in the exact form received by Borrower (except for such assignments and endorsements as may be required by Lender), all cash, checks, drafts, money orders and other items of payment constituting Collateral or proceeds of Collateral; and/or (c) establish and maintain at Lender a “Repayment Account,” which shall be SUBI Portfolio under the exclusive control of and subject to the sole order of Lender and which shall be subject to the imposition of such customary charges as are imposed by Lender from time to time upon such accounts, for the deposit of cash, checks, drafts, money orders and other items of payments constituting Collateral or proceeds of Collateral from which Lender may, in its sole discretion, at any time and Trust Agreement from time to time, withdraw in writing, to pay all Collections directly to such Approved Servicer (or the Sub-Servicer on its behalf), at the addresses set forth in the related Approved Servicing Agreement (“Servicer Physical Payment Address”). All such amounts delivered to the applicable Servicer Physical Payment Address shall be automatically directed (net of any fees and expenses payable to the Sub-Servicer in accordance with the applicable Sub-Servicing Agreement and the Approved Servicing Agreement (provided, that Borrower shall deliver (or cause the applicable Sub-Servicer to deliver) to Agent a written accounting of any such fees and expenses netted from such Collections and other amounts)) to the Collateral Account within two (2) Business Days of receipt by Borrower and/or the Trust. In the event that Borrower, the Trust, any Approved Servicer, or any part. Lender’s collection agent or Affiliate of Borrower, the Trust or such Approved Servicer receives any Collections in a manner other than through a deposit into the Collateral Account or the applicable Servicer Physical Payment Address, the Borrower, the Trust or such Approved Servicer, as applicable, shall receive all such payments in trust for the sole and enforcement exclusive benefit of Agent, and such Approved Servicer, the Trust or Borrower, as applicable, shall deliver, or shall cause their agent or Affiliate to deliver, as applicable, to the Collateral against account debtors Account within two (2) Business Days all such Collections (net of any fees and expenses payable to any Approved Servicer in accordance with the applicable Approved Servicing Agreement and the Approved Multi-Party Acknowledgment (provided, that Borrower shall deliver (or cause the applicable Approved Servicer to deliver) to Agent a written accounting of any such fees and expenses netted from such Collections and other Persons obligated amounts), in the form so received, as and when received by Borrower, the Trust, such Approved Servicer, or any agent or Affiliate of Borrower, the Trust, or the applicable Approved Servicer, as applicable. (c) So long as no Event of Default has occurred and is continuing, Agent shall comply with any request of Borrower to apply funds from the Collateral Account in reduction of the aggregate outstanding principal balance of all Loans, up to an amount equal to, as of such Business Day, the excess of (x) the amount on deposit in the Collateral Account over (y) the amounts that are estimated to be payable on the next Payment Date pursuant to Section 2.4(a)(i)-(iv) (or during an Amortization Period, Section 2.4(b)(i)-(v)). (d) At any time after the occurrence and during the continuance of an Event of Default, Agent shall have the right to notify the Trust and direct the Trust (x) not to take direction from the Borrower and (y) to deliver payments directly to an address determined by Agent or to otherwise deposit such sums in the Collateral Account or any other deposit account established by Agent from time to time, in each case in accordance with Applicable Law. (e) Agent shall have the sole and exclusive right to withdraw or order a transfer of funds from the Collateral Account. Notwithstanding anything in the foregoing to the contrary, Agent shall comply with any request of Borrower, Investment Manager or any Approved Servicer to withdraw or order transfers of funds from the Collateral Account, to the extent such funds either (i) have been mistakenly deposited into the Collateral Account or (ii) relate to items subsequently returned for insufficient funds or as a result of stop payments. In the case of any withdrawal or transfer pursuant to the foregoing sentence, Borrower, Investment Manager or such Approved Servicer shall provide Agent with notice of such request of withdrawal or transfer, together with reasonable supporting details, three (3) Business Days prior to the date on which such requested withdrawal or transfer will occur. Agent shall, subject to customary and standard customer diligence and Agent’s treasury management process and procedures, provide Borrower with on-line access to view account related activity such as deposits to and withdrawals from the Collateral Account. Any deposit made into the Collateral Account hereunder shall, except as otherwise provided herein, be irrevocable, and the amount of such deposit and any money, instruments, investment property or other property on deposit in, carried in or credited to the Collateral Account hereunder and all interest thereon shall be deemed to be commercially reasonable if Lender exercises the care held in trust by Agent and follows the procedures that Lender generally applies to the collection of Obligations owed to Lender. All cash and non-cash proceeds of the Collateral may be applied by Lender upon Lender’s actual receipt of cash proceeds against such of the Obligations, matured or unmatured, solely as Lender shall determine in Lender’s sole discretionprovided herein.

Collateral Collections. After an Event of Default shall have occurred, Lender Bank shall have the right at any and all times to enforce Borrower’s rights against account debtors and other parties obligated on Collateral, including, but not limited to, the right totimes: (a) following the occurrence and during the continuance of an Event of Default, to notify and/or require Borrower Borrowers to notify any or all account debtors and other parties obligated obligors on Collateral Receivables to make payments thereon directly to Lender Bank or in care of a post office lock box under the sole control of Lender Bank established at Borrower’s Borrowers' expense subject to Lender’s Bank's customary arrangements and charges thereforetherefor, and to take any or all action with respect to Collateral Receivables as Lender Bank shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx for and receive any money or property at any time due, payable or receivable on account thereof, compromise and settle with any Person person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to Borrowerany Borrower or any guarantor therefor; (b) following the occurrence and during the continuance of a Default or an Event of Default, to require each Borrower to segregate and hold in trust for Lender Bank and, on the day of Borrower’s 's receipt thereof, transmit to Lender Bank in the exact form received by such Borrower (except for such assignments and endorsements as may be required by LenderBank), all cash, checks, drafts, money orders and other items of payment constituting Collateral or proceeds of CollateralCollateral for application, upon collection when applicable, against such of the Obligations, whether matured or unmatured, as Bank shall determine in its sole discretion; and/or (c) following the occurrence and during the continuance of a Default or an Event of Default, to establish and maintain at Lender Bank a “"Repayment Account,” " which shall be under the exclusive control of and subject to the sole order of Lender Bank and which shall be subject to the imposition of such customary charges as are imposed by Lender Bank from time to time upon such accounts, for the deposit deposit, as a tender of payment of the Obligations, of cash, checks, drafts, money orders and other items of payments payment constituting Collateral or proceeds of Collateral coming into Bank's possession pursuant to the terms of this Agreement and from which Lender Bank may, in its sole discretion, at any time and from time to time, withdraw all or any part. Lender’s collection and enforcement of Collateral against account debtors and other Persons obligated thereon shall be deemed to be commercially reasonable if Lender exercises the care and follows the procedures that Lender generally applies to the collection of Obligations owed to Lender. All cash and non-cash proceeds part of the Collateral may be applied by Lender upon Lender’s actual receipt of cash proceeds balance for application against such of the Obligations, whether matured or unmatured, as Lender Bank shall determine in Lender’s its sole discretion.

Collateral Collections. After At any time following the occurrence of an Event of Default shall have occurredDefault, Lender Bank shall have the right at any and all times to enforce Borrower’s rights against account debtors and other parties obligated on Collateral, including, but not limited to, the right to: (a) notify and/or require Borrower to notify any or all account debtors and other parties obligated obligors on Collateral Receivables to make payments thereon directly to Lender Bank or in care of a post office lock box under the sole control of Lender Bank established at Borrower’s 's expense subject to Lender’s Bank's customary arrangements and charges thereforetherefor, and to take any or all action with respect to Collateral Receivables as Lender Bank shall determine in its sole discretion, including, without limitation, the right to demand, collect, xxx for and receive any money or property at any time due, payable or receivable on account thereof, compromise and settle with any Person person liable thereon, and extend the time of payment or otherwise change the terms thereof, without incurring liability or responsibility to BorrowerBorrower or any guarantor therefor; (b) require Borrower to segregate and hold in trust for Lender Bank and, on the day of Borrower’s 's receipt thereof, transmit to Lender Bank in the exact form received by Borrower (except for such assignments and endorsements as may be required by LenderBank), all cash, checks, drafts, money orders and other items of payment constituting Collateral or proceeds of CollateralCollateral for application, upon collection when applicable, against such of the Obligations, whether matured or unmatured, as Bank shall determine in its sole discretion; and/or (c) establish and maintain at Lender Bank a “"Repayment Account,” " which shall be under the exclusive control of and subject to the sole order of Lender Bank and which shall be subject to the imposition of such customary charges as are imposed by Lender Bank from time to time upon such accounts, for the deposit deposit, as a tender of payment of the Obligations, of cash, checks, drafts, money orders and other items of payments payment constituting Collateral or proceeds of Collateral coming into Bank's possession pursuant to the terms of this Agreement and from which Lender Bank may, in its sole discretion, at any time and from time to time, withdraw all or any part. Lender’s collection and enforcement of Collateral against account debtors and other Persons obligated thereon shall be deemed to be commercially reasonable if Lender exercises the care and follows the procedures that Lender generally applies to the collection of Obligations owed to Lender. All cash and non-cash proceeds part of the Collateral may be applied by Lender upon Lender’s actual receipt of cash proceeds balance for application against such of the Obligations, whether matured or unmatured, as Lender Bank shall determine in Lender’s its sole discretion.