Common use of Collection of Accounts, Proceeds of Collateral Clause in Contracts

Collection of Accounts, Proceeds of Collateral. Each Borrower agrees that all invoices rendered and other requests made by such Borrower for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its business. All remittances received by each Borrower on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shall, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of the Lenders). Agent retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that each Borrower’s Accounts have been assigned to Agent and to collect each Borrower’s Accounts directly in its own name, or in the name of Agent’s agent, and to charge the collection costs and expenses, including attorneys’ fees, jointly and severally to Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower To expedite collection, each Company shall endeavor in the first instance to make collection of its Accounts for Agent. If no Default or Event of Default is in existence, (i) each Company shall directly collect remittances on account of its Accounts owing from retail customers at its branch locations and (ii) each Company agrees that all invoices rendered and other requests made by such Borrower Company for payment in respect of Accounts other than retail Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its business. All remittances received by each Borrower Company on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shallheld as Agent’s property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of Lenders, by such Company as trustee of an express trust for Agent’s benefit and such Company shall immediately deposit same in kind in a blocked account or in the Lenders)Dominion Account. Upon the occurrence of a Default or an Event of Default, each Company agrees that all Accounts (including retail Accounts) shall be collected by payment to a lockbox in the manner described in clause (ii) above. Agent retains the right at all times after the occurrence and during the continuance of a Default or an Event of Default to notify Account Debtors that each BorrowerCompany’s Accounts have been assigned to Agent and to collect each BorrowerCompany’s Accounts directly in its own name, or in the name of Agent’s agent, and to charge the collection costs and expenses, including attorneys’ fees, jointly and severally to Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower agrees that all invoices rendered and other requests made by such any Borrower for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.47.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its businessAgent. All remittances received by each any Borrower on account of AccountsAccounts during any Insufficient Liquidity Period and during the continuance of any Event of Default, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shallheld as Agent’s property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of Lenders, by such Borrower as trustee of an express trust for Agent’s benefit and such Borrower shall immediately deposit same in kind in the Lenders)Dominion Account. Agent retains the right at all times after the occurrence and during the continuance of a Default or an Event of Default to notify Account Debtors that each Borrower’s Borrowers’ Accounts have been assigned to Agent and to collect each Borrower’s Borrowers’ Accounts directly in its own name, or in the name of Agent’s agent, and to charge the collection costs and expenses, including attorneys’ fees, jointly and severally to Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower agrees that all invoices rendered and other requests made by such Borrower for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its businessAgent. All remittances received by each Borrower on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shallheld as Agent's property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of Lenders as provided in this Agreement, by Borrower as trustee of an express trust for Agent's benefit and Borrower shall immediately deposit same in kind in the Lenders)Dominion Account. Agent retains the right at all times after the occurrence and during the continuance of a Default or an Event of Default to (i) notify Account Debtors that each Borrower’s 's Accounts have been assigned to Agent and to collect each Borrower’s 's Accounts directly in its own name, or in the name of Agent’s 's agent, and to charge the collection costs and expenses, including attorneys’ ' fees, jointly to Borrower and severally (ii) to Borrowersadjust, settle or compromise the amount or payment thereof, in the same manner and to the extent Borrower might have done.

Collection of Accounts, Proceeds of Collateral. Each Borrower agrees that all invoices rendered and other requests made by such Borrower for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its business. All remittances received by each Borrower on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shall, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of the Lenders). Agent retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that each Borrower’s 's Accounts have been assigned to Agent and to collect each Borrower’s 's Accounts directly in its own name, or in the name of Agent’s 's agent, and to charge the collection costs and expenses, including attorneys’ ' fees, jointly and severally to Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower agrees that all invoices rendered and other requests made by such any Borrower for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account Collection Account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its businessAdministrative Agent. All remittances received by each any Borrower on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shallheld as Administrative Agent’s property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of Lenders, by such Borrower as trustee of an express trust for Administrative Agent’s benefit and such Borrower shall immediately deposit same in kind to a Collection Account or, during the Lenders)continuance of a Dominion Event, in the Dominion Account. Administrative Agent retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that each Borrower’s Borrowers’ Accounts have been assigned to Administrative Agent and to collect each Borrower’s Borrowers’ Accounts directly in its own name, or in the name of Administrative Agent’s agent, and to charge the collection costs and expenses, including attorneys’ fees, jointly and severally to Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower To expedite collection, each Company shall endeavor in the first instance to make collection of its Accounts for Agent. If no Default or Event of Default is in existence, (i) each Company shall directly collect remittances on account of its Accounts owing from retail customers at its branch locations and (ii) each Company agrees that all invoices rendered and other requests made by such Borrower Company for payment in respect of Accounts other than retail Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its business. All remittances received by each Borrower Company on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shallheld as Agent's property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of Lenders, by such Company as trustee of an express trust for Agent's benefit and such Company shall immediately deposit same in kind in a blocked account or in the Lenders)Dominion Account. Upon the occurrence of a Default or an Event of Default, each Company agrees that all Accounts (including retail Accounts) shall be collected by payment to a lockbox in the manner described in clause (ii) above. Agent retains the right at all times after the occurrence and during the continuance of a Default or an Event of Default to notify Account Debtors that each Borrower’s Company's Accounts have been assigned to Agent and to collect each Borrower’s Company's Accounts directly in its own name, or in the name of Agent’s 's agent, and to charge the collection costs and expenses, including attorneys’ ' fees, jointly and severally to Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower agrees that all invoices rendered on and after the Closing Date and other requests made by such any Borrower on or after the Closing Date for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in Agent. After the occurrence and during the continuance of a manner that is consistent with the ordinary course of its business. All Dominion Event, all remittances received by each any Borrower on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shallheld as Agent's property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of Lenders, by such Borrower as trustee of an express trust for Agent's benefit and such Borrower shall as soon as practical deposit all monetary proceeds of Collateral in the Lenders)Dominion Account. Agent retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that each Borrower’s Borrowers' Accounts have been assigned to Agent and to collect each Borrower’s Borrowers' Accounts directly in its own name, or in the name of Agent’s 's agent, and to charge the collection costs and expenses, including attorneys’ ' fees, jointly and severally to Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower agrees Borrowers agree that all invoices rendered and other requests made by such Borrower Borrowers for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower Borrowers shall endeavor in the first instance to make collection of its Accounts for Agent in Collateral Agents. After the occurrence and during the continuance of a manner that is consistent with the ordinary course Cash Collection Triggering Event or an Event of its business. All Default, all remittances received by each Borrower Borrowers on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in held as the Dominion Account and shallapplicable Collateral Agent’s property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of the Lenders)applicable Secured Parties, by the applicable Borrower as trustee of an express trust for the applicable Collateral Agent’s benefit, and the applicable Borrower shall promptly deposit same in kind in the Dominion Account. Agent retains Collateral Agents retain the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that each Borrower’s Borrowers’ Accounts have been assigned to Agent Collateral Agents and to collect each Borrower’s Borrowers’ Accounts directly in its own name, or in the name of Agent’s agent, and to charge the collection costs and expenses, including attorneys’ reasonable legal fees, jointly and severally to the applicable Borrowers.

Collection of Accounts, Proceeds of Collateral. Each Borrower ---------------------------------------------- agrees that all invoices rendered and other requests made by such Borrower for payment in respect of Accounts shall contain a written statement directing payment in respect of such Accounts to be paid to a lockbox or a blocked account established pursuant to subsection 6.2.4. To expedite collection, each Borrower shall endeavor in the first instance to make collection of its Accounts for Agent in a manner that is consistent with the ordinary course of its businessAgent. All remittances received by each Borrower on account of Accounts, together with the proceeds of any other Collateral, shall be immediately deposited in kind in the Dominion Account and shallheld as Agent's property, at any time when a Dominion Period is in effect, be held by such Borrower until such deposit has occurred as trustee of an express trust on behalf of Agent (for its benefit and the benefit of Lenders as provided in this Agreement, by such Borrower as trustee of an express trust for Agent's benefit and such Borrower shall immediately deposit same in kind in the Lenders)Dominion Account. Agent retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors that each Borrower’s 's Accounts have been assigned to Agent and to collect each Borrower’s 's Accounts directly in its own name, or in the name of Agent’s 's agent, and to charge the collection costs and expenses, including attorneys’ ' fees, jointly and severally to Borrowers.