Common use of Collection of Accounts Clause in Contracts

Collection of Accounts. Until Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia shall be held in trust for Secured Party and, in accordance with Secured Party’s instructions, remitted to Secured Party or deposited to an account of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after the occurrence of any Event of Default, Secured Party shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia shall be held in trust for Secured Party and, in accordance with Secured Party’s instructions, remitted to Secured Party or deposited to an account with Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without prior notice to Accentia, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until Secured Party exercises shall have the right in its rights hereunder own name or in the name of the Debtor, whether before or after default, to collect require Debtor forthwith to transmit all proceeds of collection of accounts to Secured Party, to notify any and all account debtors to make payments of the accounts directly to Secured Party, to demand, collect, receive, receipt for, sue xxx, compound and other rights to paymentgive acquittal for, Accentia shall endeavor in the first instance diligently to collect any and all amounts due or to become due on or with respect to the accounts and to endorse the name of the Debtor on all commercial paper given in payment or part payment thereof, and in Secured Party's discretion to file any claim or take any other rights action or proceeding that Secured Party may deem necessary or appropriate to paymentprotect and preserve and realize upon the accounts and related Collateral. At Unless and until Secured Party elects to collect accounts, and the request privilege of Debtor to collect accounts is revoked by Secured Party in writing, Debtor shall continue to collect accounts, account for same to Secured Party, upon and shall not commingle the occurrence and during proceeds of collection of accounts with any funds of the continuance Debtor. In order to assure collection of any Event of Default, all remittances received by Accentia shall be held accounts in trust for which Secured Party and, in accordance with Secured Party’s instructions, remitted to Secured Party has a security interest (or deposited to an account pledge or assignment of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after the occurrence of any Event of Defaultas applicable) hereunder, Secured Party shall be entitled may notify the post office authorities to receive all distributions and payments change the address for delivery of any nature with respect mail addressed to any investment property or instruments, and all Debtor to such distributions or payments received by Accentia shall be held in trust for address as Secured Party and, in accordance with Secured Party’s instructions, remitted to Secured Party or deposited to an account with Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without prior notice to Accentia, to vote and to give consents, ratifications and waivers with respect to any investment property and instrumentsmay designate, and to exercise all rights open and dispose of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were such mail and receive the absolute owner thereof; provided that collections of accounts included herewith. Secured Party shall have no duty or obligation whatsoever to exercise collect any of the foregoing rights afforded account, or to it and shall not be responsible to Accentia or take any other Person action to preserve or protect the Collateral; however, should Secured Party elect to collect any account or take possession of any Collateral, Debtor releases Secured Party from any claim or claims for loss or damage arising from any failure to do so act or delay omission in doing soconnection therewith.

Collection of Accounts. Until Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia Debtor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia Debtor shall be held in trust for Secured Party and, in accordance with Secured Party’s 's instructions, remitted to Secured Party or deposited to an account of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after the occurrence of any Event of Default, Secured Party shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Debtor shall be held in trust for Secured Party and, in accordance with Secured Party’s 's instructions, remitted to Secured Party or deposited to an account with Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Debtor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided PROVIDED that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia the Debtor or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until the Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia the Debtor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of the Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia the Debtor shall be held in trust for the Secured Party and, in accordance with the Secured Party’s instructions, remitted to the Secured Party or deposited to an account of the Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of the Secured Party, upon and after the occurrence of any Event of Default, the Secured Party shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Debtor shall be held in trust for the Secured Party and, in accordance with the Secured Party’s instructions, remitted to the Secured Party or deposited to an account with of the Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, the Secured Party shall have the right, upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Debtor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if the Secured Party were the absolute owner thereof; provided that the Secured Party shall have no not have any duty to exercise any of the foregoing rights afforded to it them and shall not be responsible to Accentia the Debtor or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia Debtor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia Debtor shall be held in trust for Secured Party and, in accordance with Secured Party’s 's instructions, remitted to Secured Party or deposited to an account of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after the occurrence of any Event of Default, Secured Party shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Debtor shall be held in trust for Secured Party and, in accordance with Secured Party’s 's instructions, remitted to Secured Party or deposited to an account with Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Debtor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia the Debtor or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until the Secured Party exercises exercise its rights hereunder to collect the accounts and other rights to payment, Accentia Debtor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of the Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia Debtor (other than with respect to Collateral subject to a Permitted Lien) shall be held in trust for the Secured Party and, in accordance with the Secured Party’s 's instructions, remitted to the Secured Party or deposited to an account into account(s) of the Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of the Secured Party, upon and after the occurrence of any Event of Default, the Secured Party shall be entitled to (other than with respect to Collateral subject to a Permitted Lien) receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Debtor shall be held in trust for the Secured Party and, in accordance with the Secured Party’s 's instructions, remitted to the Secured Party or deposited to an account into account(s) with the Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account (other than with respect to Collateral subject to a Permitted Lien) shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, the Secured Party shall have the rightright (other than with respect to Collateral subject to a Permitted Lien), upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Debtor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if the Secured Party were the absolute owner thereof; provided that the Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia the Debtor or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until Secured Party McKesson exercises its rights hereunder here-under to collect the accounts and other rights to payment, Accentia Debtor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured PartyMcKesson, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia Debtor shall be held in trust for Secured Party McKesson and, in accordance with Secured PartyMcKesson’s instructions, remitted to Secured Party McKesson or deposited to an account of Secured Party McKesson in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured PartyMcKesson, upon and after the occurrence of any Event of Default, Secured Party McKesson shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Debtor shall be held in trust for Secured Party McKesson and, in accordance with Secured PartyMcKesson’s instructions, remitted to Secured Party McKesson or deposited to an account with Secured Party McKesson in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party McKesson shall have the right, upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Debtor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party McKesson were the absolute owner thereof; provided that Secured Party McKesson shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia the Debtor or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia Grantor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia Grantor shall be held in trust for Secured Party and, in accordance with Secured Party’s 's instructions, remitted to Secured Party or deposited to an account of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after the occurrence of any Event of Default, Secured Party shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Grantor shall be held in trust for Secured Party and, in accordance with Secured Party’s 's instructions, remitted to Secured Party or deposited to an account with Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Grantor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia the Grantor or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until (a) Secured Party exercises its rights hereunder hereby authorizes and permits Debtor to collect the accounts and other rights to payment, Accentia shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to paymentAccounts from its debtors. At the request of This privilege may be terminated by Secured Party, Party at any time after notice from Secured Party upon the occurrence and during the continuance of any a Security Agreement Event of DefaultDefault and Debtor shall execute, upon demand therefor, such assignments so as to vest in Secured Party full title to the Accounts (to the extent permitted under applicable law), and Secured Party thereupon shall be entitled to and have all of the ownership, title, rights, securities and guarantees of Debtor with respect thereto, and with respect to the property evidenced thereby, including the right of stoppage in transit, and Secured Party may notify any debtor or debtors of the assignments of the Accounts and collect the same; thereafter, Debtor will receive all payments on the Accounts as agent of and for Secured Party and will transmit to Secured Party, on the day of receipt thereof, all remittances original checks, drafts, acceptances, notes and other evidence of payment received in payment of or on account of the Accounts, including all cash moneys similarly received by Accentia Debtor. Following revocation of Debtor's rights to collect the Accounts as set forth herein and upon such delivery to Secured Party, Debtor shall be held keep all such remittances separate and apart from Debtor's own funds, capable of identification as the property of Secured Party, and shall hold the same in trust for Secured Party and, in accordance with Secured Party’s instructions, remitted . All items or amounts that are delivered by Debtor to Secured Party on account of partial or full payment or otherwise as Proceeds of any of the Collateral shall be deposited to an the credit of a deposit account of at a financial institution selected by Secured Party (the "Collateral Deposit Account"), as security for payment of the Liabilities. Debtor shall have no right to withdraw any funds deposited in the form received (with Collateral Deposit Account. Secured Party may, from time to time, at its discretion, and shall, upon request of Debtor made no more than once in any necessary endorsements week, apply all or instruments any of assignment the then balance, representing collected funds, in the Collateral Deposit Account, toward payment of the Liabilities, whether or transfer)not then due, in such order of application as Secured Party may determine, and Secured Party may, from time to time, in its discretion, release all or any of such balance to Debtor. At Debtor, if in default in the request performance of any of the provisions of this Security Agreement will upon demand by Secured Party, open all mail only in the presence of a representative of Secured Party, upon and after who may take therefrom any remittance on Accounts assigned to Secured Party. Secured Party or its representatives is hereby authorized to endorse, in the occurrence name of Debtor, any item, howsoever received by Secured Party, representing any payment on or other proceeds of any Event of Defaultthe Collateral, and may endorse or sign the name of Debtor to any accounts, invoices, assignments, financing statements, notices to debtors, bills of lading, storage receipts or other instruments or documents in respect to Accounts or the property covered thereby requested by Secured Party. Debtor shall promptly give Secured Party, upon demand, copies of all Accounts, to be accompanied by such information and by such documents or copies thereof as Secured Party may require. Debtor shall be entitled to receive all distributions and payments of any nature maintain such records with respect to any investment property or instrumentsthe Accounts and the conduct and operation of its business as Secured Party may request, and all such distributions or payments received by Accentia shall be held in trust for Secured Party and, in accordance with Secured Party’s instructions, remitted will furnish to Secured Party or deposited to an account with Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, any such distributions and payments all information with respect to any investment property held in any securities account shall be held the Accounts and retained in such securities accountthe conduct and operation of its business, in each case including balance sheets, operating statements and other financial information, as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without prior notice may reasonably request from time to Accentia, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia or any other Person for any failure to do so or delay in doing so.time. -8-

Collection of Accounts. Until Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia shall be held in trust for Secured Party and, in accordance with Secured Party’s instructions, remitted to Secured Party or deposited to an account of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after Upon the occurrence of any Event of Default, unless such Event of Default has been waived in writing by Secured Party, Secured Party shall, subject to the provisions of the Intercreditor Agreement, have the right at any time and from time to time, without notice, to (a) notify account debtors that accounts have been assigned to Secured Party; (b) advise account debtors of Secured Party's security interest and/or instruct account debtors to make payments directly to Secured Party; (c) charge to any escrow or other account of Debtor with Secured Party or any Line of Credit Lender or controlled by any of them, any item of payment received by Secured Party which is dishonored by the drawee or maker thereof; (d) endorse all items of payment made payable to Debtor which may come into the possession of Secured Party; (e) collect all accounts in Secured Party's name or Debtor's name and take control of any cash or non-cash proceeds of accounts and of any returned or repossessed goods; (f) compromise, extend or renew the amount owing on any account or deal with any account as Secured Party may deem advisable; and (g) make exchanges, substitutions or surrenders of collateral for any account. Once any or all account debtors have been notified, whether by Debtor or Secured Party, to make payment directly to Secured Party, all amounts and proceeds received by Debtor in respect of such accounts shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia shall be held in trust for Secured Party and, in accordance with the benefit of Secured Party’s instructions, remitted shall be segregated from other funds of Debtor, and shall be immediately paid over to Secured Party or deposited to an account with Secured Party in the same form received (with any necessary endorsements or instruments as so received. Such actions and the application of assignment or transfer). Following the occurrence of an Event of Default, any such distributions and payments with respect amounts to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without prior notice to Accentia, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and Obligations shall not be responsible deemed to Accentia or constitute retention in satisfaction of the Secured Obligations under Section 4-9-505 of the UCC and any comparable provision of the Uniform Commercial Code as enacted in any other Person for any failure to do so or delay in doing sostate where the Collateral is located.

Collection of Accounts. Following the occurrence of a Default, Debtor hereby irrevocably authorizes Secured Party to notify or require each account debtor or other Obligor to make payment directly to Secured Party and Secured Party may take control of the proceeds paid to Secured Party. Until Secured Party exercises its rights hereunder elects to exercise these rights, Debtor is authorized to collect and enforce the accounts Collateral and other to retain and expend all payments made on Collateral. Secured Party agrees with Debtor that Secured Party shall not elect to exercise these rights unless a Default exists and is continuing. After Secured Party elects to paymentexercise these rights, Accentia Secured Party shall endeavor have the right in its own name or in the first instance diligently name of Debtor to collect (i) compromise or extend time of payment with respect to all or any portion of the Collateral for such amounts and upon such terms as Secured Party may reasonably determine, (ii) demand, collect, receive, receipt for, xxx for, compound and give acquittance for any and all amounts due or to become due on or with respect to the accounts Collateral, (iii) take control of cash and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance proceeds of any Event Collateral, (iv) endorse Debtor’s name on any notes, acceptances, checks, drafts, money orders or other evidences of Default, all remittances received by Accentia shall be held in trust for Secured Party and, in accordance with payment on Collateral that may come into Secured Party’s instructionspossession, remitted (v) sign Debtor’s name on any invoice or xxxx of lading relating to any Collateral, on any drafts against Obligors or other Persons making payment with respect to Collateral, on assignments and verifications of accounts or other Collateral and on notices to Obligors making payment with respect to Collateral, (vi) send requests for verification of obligations to any Obligor, and (vii) do all other acts and things reasonably necessary to carry out the intent of this Agreement. If any Obligor or account party fails to make payment on any Collateral when due, Secured Party is authorized, in its sole discretion, either in its own name or deposited in Debtor’s name, to an account of take such action as Secured Party in reasonably shall deem appropriate for the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after the occurrence collection of any Event amounts owed with respect to Collateral or upon which a delinquency exists. Regardless of Defaultany other provision of this Agreement, however, Secured Party shall not be entitled liable for its failure to receive all distributions and payments of collect, or for its failure to exercise diligence in the collection of, any nature amounts owed with respect to Collateral except for its own fraud, gross negligence, or willful misconduct, nor shall it be under any investment property duty to anyone except Debtor to account for funds that it shall actually receive under this Agreement. A receipt given by Secured Party to any Obligor or instrumentsaccount debtor shall be a full and complete release, discharge, and all acquittance to such distributions Obligor or payments received by Accentia shall be held in trust for account party, to the extent of any amount so paid to Secured Party. Secured Party and, in accordance with may apply or set off amounts paid and the deposits against any liability of Debtor to Secured Party’s instructions, remitted to Secured Party or deposited to an account with Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without prior notice to Accentia, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia shall be held in trust for Secured Party and, in accordance with Secured Party’s instructions, remitted to Secured Party or deposited to an account of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after Upon the occurrence of any Event of Default, unless such Event of Default has been waived in writing by Secured Party, Secured Party shall, subject to the provisions of the Intercreditor Agreement, have the right at any time and from time to time, without notice, to (a) notify account debtors that accounts have been assigned to Secured Party; (b) advise account debtors of Secured Party's security interest and/or instruct account debtors to make payments directly to Secured Party; (c) charge to any escrow or other account of Debtor with Secured Party or any Term Lender or controlled by any of them, any item of payment received by Secured Party which is dishonored by the drawee or maker thereof; (d) endorse all items of payment made payable to Debtor which may come into the possession of Secured Party; (e) collect all accounts in Secured Party's name or Debtor's name and take control of any cash or non-cash proceeds of accounts and of any returned or repossessed goods; (f) compromise, extend or renew the amount owing on any account or deal with any account as Secured Party may deem advisable; and (g) make exchanges, substitutions or surrenders of collateral for any account. Once any or all account debtors have been notified, whether by Debtor or Secured Party, to make payment directly to Secured Party, all amounts and proceeds received by Debtor in respect of such accounts shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia shall be held in trust for Secured Party and, in accordance with the benefit of Secured Party’s instructions, remitted shall be segregated from other funds of Debtor, and shall be immediately paid over to Secured Party or deposited to an account with Secured Party in the same form received (with any necessary endorsements or instruments as so received. Such actions and the application of assignment or transfer). Following the occurrence of an Event of Default, any such distributions and payments with respect amounts to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without prior notice to Accentia, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and Obligations shall not be responsible deemed to Accentia or constitute retention in satisfaction of the Secured Obligations under Section 4-9-505 of the UCC and any comparable provision of the Uniform Commercial Code as enacted in any other Person for any failure to do so or delay in doing sostate where the Collateral is located.

Collection of Accounts. Until the Secured Party exercises its Parties exercise their rights hereunder to collect the accounts and other rights to payment, Accentia Debtor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of a Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia Debtor shall be held in trust for the Secured Party Parties and, in accordance with such Secured Party’s 's instructions, remitted to the Secured Party Parties or deposited to an account into account(s) of the Secured Party Parties in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of a Secured Party, upon and after the occurrence of any Event of Default, the Secured Party Parties shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Debtor shall be held in trust for the Secured Party Parties and, in accordance with a Secured Party’s 's instructions, remitted to the Secured Party Parties or deposited to an account into account(s) with the Secured Party Parties in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, each Secured Party shall have the right, upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Debtor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if such Secured Party were the absolute owner thereof; provided that each Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia the Debtor or any other Person for any failure to do so or delay in doing so.

Collection of Accounts. Until Secured Party exercises its rights hereunder to collect the accounts and other rights to payment, Accentia shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia shall be held in trust for Secured Party and, in accordance with Secured Party’s instructions, remitted to Secured Party or deposited to an account of Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of Secured Party, upon and after Upon the occurrence of any Event of Default, unless such Event of Default has been waived in writing by Secured Party, Secured Party shall, subject to the provisions of the Intercreditor Agreement, have the right at any time and from time to time, without notice, to (a) notify account debtors that accounts have been assigned to Secured Party; (b) advise account debtors of Secured Party's security interest and/or instruct account debtors to make payments directly to Secured Party; (c) charge to any escrow or other account of Debtor with Secured Party or any Construction Lender or controlled by any of them, any item of payment received by Secured Party which is dishonored by the drawee or maker thereof; (d) endorse all items of payment made payable to Debtor which may come into the possession of Secured Party; (e) collect all accounts in Secured Party's name or Debtor's name and take control of any cash or non-cash proceeds of accounts and of any returned or repossessed goods; (f) compromise, extend or renew the amount owing on any account or deal with any account as Secured Party may deem advisable; and (g) make exchanges, substitutions or surrenders of collateral for any account. Once any or all account debtors have been notified, whether by Debtor or Secured Party, to make payment directly to Secured Party, all amounts and proceeds received by Debtor in respect of such accounts shall be entitled to receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia shall be held in trust for Secured Party and, in accordance with the benefit of Secured Party’s instructions, remitted shall be segregated from other funds of Debtor, and shall be immediately paid over to Secured Party or deposited to an account with Secured Party in the same form received (with any necessary endorsements or instruments as so received. Such actions and the application of assignment or transfer). Following the occurrence of an Event of Default, any such distributions and payments with respect amounts to any investment property held in any securities account shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, Secured Party shall have the right, upon the occurrence of an Event of Default, without prior notice to Accentia, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if Secured Party were the absolute owner thereof; provided that Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and Obligations shall not be responsible deemed to Accentia or constitute retention in satisfaction of the Secured Obligations under Section 4-9-505 of the UCC and any comparable provision of the Uniform Commercial Code as enacted in any other Person for any failure to do so or delay in doing sostate where the Collateral is located.

Collection of Accounts. Until the Secured Party exercises exercise its rights hereunder to collect the accounts and other rights to payment, Accentia Debtor shall endeavor in the first instance diligently to collect all amounts due or to become due on or with respect to the accounts and other rights to payment. At the request of the Secured Party, upon the occurrence and during the continuance of any Event of Default, all remittances received by Accentia Debtor (other than with respect to Collateral subject to a Permitted Lien) shall be held in trust for the Secured Party and, in accordance with the Secured Party’s instructions, remitted to the Secured Party or deposited to an account into account(s) of the Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). At the request of the Secured Party, upon and after the occurrence of any Event of Default, the Secured Party shall be entitled to (other than with respect to Collateral subject to a Permitted Lien) receive all distributions and payments of any nature with respect to any investment property or instruments, and all such distributions or payments received by Accentia the Debtor shall be held in trust for the Secured Party and, in accordance with the Secured Party’s instructions, remitted to the Secured Party or deposited to an account into account(s) with the Secured Party in the form received (with any necessary endorsements or instruments of assignment or transfer). Following the occurrence of an Event of Default, Default any such distributions and payments with respect to any investment property held in any securities account (other than with respect to Collateral subject to a Permitted Lien) shall be held and retained in such securities account, in each case as part of the Collateral hereunder. Additionally, the Secured Party shall have the rightright (other than with respect to Collateral subject to a Permitted Lien), upon the occurrence of an Event of Default, without following prior written notice to Accentiathe Debtor, to vote and to give consents, ratifications and waivers with respect to any investment property and instruments, and to exercise all rights of conversion, exchange, subscription or any other rights, privileges or options pertaining thereto, as if the Secured Party were the absolute owner thereof; provided that the Secured Party shall have no duty to exercise any of the foregoing rights afforded to it and shall not be responsible to Accentia the Debtor or any other Person for any failure to do so or delay in doing so.