Common use of Collection of Proceeds Clause in Contracts

Collection of Proceeds. Borrower agrees to collect and enforce payment of all Accounts until Lender shall direct Borrower to the contrary and, from and after this direction, Borrower agrees to fully and promptly cooperate and assist Lender (or any other person designated by Lender) in the collection and enforcement of all Accounts. Borrower shall not grant any extension of time for the payment of Accounts, shall not compromise, compound or settle the Accounts or any part thereof for less than the full amount thereof, shall not release, in whole or in part, any person liable for the payment of the Accounts or any part thereof, or allow any credit, discount or allowance whatsoever upon the Accounts or any part thereof, unless such activity shall be deemed to be in the ordinary course of business and shall not occasion or threaten a material adverse change in the financial condition, results of operation or business of the Borrower, without first obtaining the written consent of the Lender. Borrower irrevocably authorizes Lender or any employee or agent of Lender to endorse the name of Borrower upon any checks or other items which are received in payment of any Accounts or for any Inventory, and to do any and all things necessary in order to reduce these items to money. The Lender shall have no duty as to the collection or protection of Collateral or the proceeds thereof, nor as to the preservation of any related rights, beyond the use of reasonable care in the custody and preservation of Collateral in the possession of Lender. Borrower agrees to take all steps necessary to preserve rights against prior parties with respect to Borrower’s property in the possession of Lender. For the purpose of calculating interest on the Revolving Loan, Borrower understands that the Lender imposes a minimum two Business Days delay in crediting payments received by the Lender on Eligible Accounts or other Collateral against the Revolving Loan to allow time for collection and Borrower agrees that the Lender may, at Lender’s option, make such credits only when payments are actually collected by Lender in immediately available funds. Any credit of payment by Lender prior to receipt by Lender of immediately available funds is conditional upon Lender’s receipt of those funds. All remittances will be received by Lender subject to collection, and the Lender assumes no responsibility in connection therewith beyond the exercise of ordinary care and will not be liable for default, negligence or willful misconduct of any correspondent or for losses in transit. Borrower agrees that the Lender shall not be liable for any loss or damage which Borrower suffers or may suffer as a result of the Lender’s processing of items or its exercise of any other rights or remedies under this Agreement, including, without limitation, indirect, special or consequential damages, loss of revenues or profits, or any claim, demand or action by any third party arising out of or in connection with the processing of items or the exercise of any other rights or remedies hereunder. Borrower further agrees to indemnify and hold Lender harmless from and against all such third party claims, demands or actions, including, without limitation, litigation costs and reasonable attorneys’ fees.

Collection of Proceeds. Borrower agrees 3.1 So long as no Event of Default exists and thereafter until Agent shall direct Debtor to the contrary by notice to Debtor (an “Enforcement Notice”), Debtor shall collect and enforce payment of all Accounts until Lender Collateral, including servicing and receiving and collecting directly all sums payable in respect of the Collateral, except that regardless of whether any Event of Default exists, the proceeds of any sale or other disposition of the Collateral (“Mortgage Loan Sale Proceeds”), including without limitation, the proceeds of any “Take-Out Commitment” as defined in the Mortgage Warehousing Agreement (“Take-Out Commitment”), shall direct Borrower be paid directly to the contrary andCash Collateral Account (as later defined) if made by electronic funds transfer, from and after or, if not made by electronic funds transfer, to the Lock Box (if requested by Agent) or as Agent shall otherwise direct, for application as provided in this direction, Borrower Agreement. Debtor agrees to fully and promptly cooperate and assist Lender (or any other person designated by Lender) Agent in the collection and enforcement of all Accounts. Borrower shall not grant any extension of time Mortgage Loan Sale Proceeds and to hold in trust for Agent, for the payment benefit of Accountsthe Lenders, shall not compromiseall payments of Mortgage Loan Sale Proceeds received in connection with Collateral. Debtor agrees to endorse to Agent and immediately deliver to Agent all payments of Mortgage Loan Sale Proceeds, compound or settle in the Accounts form received by Debtor without commingling with any other funds. Debtor irrevocably authorizes Agent or any part thereof for less than the full amount thereof, shall not release, in whole or in part, any person liable for the payment of the Accounts or any part thereof, or allow any credit, discount or allowance whatsoever upon the Accounts or any part thereof, unless such activity shall be deemed to be in the ordinary course of business and shall not occasion or threaten a material adverse change in the financial condition, results of operation or business of the Borrower, without first obtaining the written consent of the Lender. Borrower irrevocably authorizes Lender or any Agent employee or agent of Lender to endorse the name of Borrower Debtor upon any checks or other items which are received consisting in payment whole or in part of any Accounts or for any InventoryMortgage Loan Sale Proceeds, and to do any and all things necessary in order to reduce these items to money. The Lender Agent shall have no duty as to the collection or protection of Collateral or the proceeds thereofMortgage Loan Sale Proceeds, nor as to the preservation of any related rights, beyond the use of reasonable care in the custody and preservation of Collateral Mortgage Loan Sale Proceeds in the possession of LenderAgent. Borrower Debtor agrees to take all steps necessary to preserve rights against prior parties with respect to Borrower’s property the Mortgage Loan Sale Proceeds. Nothing in the possession of Lender. For the purpose of calculating interest on the Revolving Loanthis Section 3.1 shall be deemed a consent by Agent or any Lender to any sale, Borrower understands that the Lender imposes a minimum two Business Days delay in crediting payments received by the Lender on Eligible Accounts lease or other Collateral against the Revolving Loan to allow time for collection and Borrower agrees that the Lender may, at Lender’s option, make such credits only when payments are actually collected by Lender in immediately available funds. Any credit of payment by Lender prior to receipt by Lender of immediately available funds is conditional upon Lender’s receipt of those funds. All remittances will be received by Lender subject to collection, and the Lender assumes no responsibility in connection therewith beyond the exercise of ordinary care and will not be liable for default, negligence or willful misconduct disposition of any correspondent or for losses in transit. Borrower agrees that the Lender shall not be liable for any loss or damage which Borrower suffers or may suffer as a result of the Lender’s processing of items or its exercise of any other rights or remedies under this Agreement, including, without limitation, indirect, special or consequential damages, loss of revenues or profits, or any claim, demand or action by any third party arising out of or in connection with the processing of items or the exercise of any other rights or remedies hereunder. Borrower further agrees to indemnify and hold Lender harmless from and against all such third party claims, demands or actions, including, without limitation, litigation costs and reasonable attorneys’ feesCollateral.

Collection of Proceeds. Borrower agrees 3.1 So long as no Event of Default or condition or event which, with the giving of notice or passage of time, or both, would constitute an Event of Default (a “Default”), exists and thereafter until Bank shall direct Debtor to the contrary by notice to Debtor (an “Enforcement Notice”), Debtor shall collect and enforce payment of all Accounts until Lender Collateral, including servicing and receiving and collecting directly all sums payable in respect of the Collateral, except that regardless of whether any Event of Default or Default exists, the proceeds of any sale or other disposition of the Collateral (“Mortgage Loan Sale Proceeds”), including without limitation, the proceeds of any “Take-Out Commitment” as defined in the Loan Agreement, as later defined (“Take-Out Commitment”), shall direct Borrower be paid directly to the contrary andCash Collateral Account (as later defined) if made by electronic funds transfer, from and after or, if not made by electronic funds transfer, to the Lock Box or as Bank shall otherwise direct, for application as provided in this direction, Borrower Agreement. Debtor agrees to fully and promptly cooperate and assist Lender (or any other person designated by Lender) Bank in the collection and enforcement of all AccountsMortgage Loan Sale Proceeds and to hold in trust for Bank all payments of Mortgage Loan Sale Proceeds received in connection with Collateral. Borrower shall not grant Debtor agrees to endorse to Bank and immediately deliver to Bank all payments of Mortgage Loan Sale Proceeds, in the form received by Debtor without commingling with any extension of time for the payment of Accounts, shall not compromise, compound or settle the Accounts other funds. Debtor irrevocably authorizes Bank or any part thereof for less than the full amount thereof, shall not release, in whole or in part, any person liable for the payment of the Accounts or any part thereof, or allow any credit, discount or allowance whatsoever upon the Accounts or any part thereof, unless such activity shall be deemed to be in the ordinary course of business and shall not occasion or threaten a material adverse change in the financial condition, results of operation or business of the Borrower, without first obtaining the written consent of the Lender. Borrower irrevocably authorizes Lender or any Bank employee or agent of Lender to endorse the name of Borrower Debtor upon any checks or other items which are received consisting in payment whole or in part of any Accounts or for any InventoryMortgage Loan Sale Proceeds, and to do any and all things necessary in order to reduce these items to money. The Lender Bank shall have no duty as to the collection or protection of Collateral or the proceeds thereofMortgage Loan Sale Proceeds, nor as to the preservation of any related rights, beyond the use of reasonable care in the custody and preservation of Collateral Mortgage Loan Sale Proceeds in the possession of LenderBank. Borrower Debtor agrees to take all steps necessary to preserve rights against prior parties with respect to Borrower’s property the Mortgage Loan Sale Proceeds. Nothing in the possession of Lender. For the purpose of calculating interest on the Revolving Loanthis Section 3.1 shall be deemed a consent by Bank to any sale, Borrower understands that the Lender imposes a minimum two Business Days delay in crediting payments received by the Lender on Eligible Accounts lease or other Collateral against the Revolving Loan to allow time for collection and Borrower agrees that the Lender may, at Lender’s option, make such credits only when payments are actually collected by Lender in immediately available funds. Any credit of payment by Lender prior to receipt by Lender of immediately available funds is conditional upon Lender’s receipt of those funds. All remittances will be received by Lender subject to collection, and the Lender assumes no responsibility in connection therewith beyond the exercise of ordinary care and will not be liable for default, negligence or willful misconduct disposition of any correspondent or for losses in transit. Borrower agrees that the Lender shall not be liable for any loss or damage which Borrower suffers or may suffer as a result of the Lender’s processing of items or its exercise of any other rights or remedies under this Agreement, including, without limitation, indirect, special or consequential damages, loss of revenues or profits, or any claim, demand or action by any third party arising out of or in connection with the processing of items or the exercise of any other rights or remedies hereunder. Borrower further agrees to indemnify and hold Lender harmless from and against all such third party claims, demands or actions, including, without limitation, litigation costs and reasonable attorneys’ feesCollateral.

Collection of Proceeds. Borrower 3.1 Debtor agrees to collect and enforce payment of all Accounts BSST Collateral until Lender Bank shall direct Borrower Debtor to the contrary andcontrary. Immediately upon notice to Debtor by Bank after the occurrence and during the continuance of an Event of Default (as defined in Section 4.1 hereof) and at all times after that, from and after this direction, Borrower Debtor agrees to fully and promptly cooperate and assist Lender (or any other person designated by Lender) Bank in the collection and enforcement of all AccountsBSST Collateral and to hold in trust for Bank all payments received in connection with BSST Collateral and from the sale, lease or other disposition of any BSST Collateral, all rights by way of suretyship or guaranty and all rights in the nature of a lien or security interest which Debtor now or later has regarding BSST Collateral. Borrower shall not grant Immediately upon and after such notice, Debtor agrees to (a) endorse to Bank and immediately deliver to Bank all payments received on BSST Collateral or from the sale, lease or other disposition of any extension BSST Collateral or arising from any other rights or interests of time for Debtor in the payment BSST Collateral, in the form received by Debtor without commingling with any other funds, and (b) immediately deliver to Bank all property in Debtor’s possession or later coming into Debtor’s possession through enforcement of Accounts, shall not compromise, compound Debtor’s rights or settle interests in the Accounts BSST Collateral. Debtor irrevocably authorizes Bank or any part thereof for less than the full amount thereof, shall not release, in whole or in part, any person liable for the payment of the Accounts or any part thereof, or allow any credit, discount or allowance whatsoever upon the Accounts or any part thereof, unless such activity shall be deemed to be in the ordinary course of business and shall not occasion or threaten a material adverse change in the financial condition, results of operation or business of the Borrower, without first obtaining the written consent of the Lender. Borrower irrevocably authorizes Lender or any Bank employee or agent of Lender to endorse the name of Borrower Debtor upon any checks or other items which are received in payment of any Accounts or for any InventoryBSST Collateral, and to do any and all things necessary in order to reduce these items to money. The Lender Bank shall have no duty as to the collection or protection of BSST Collateral or the proceeds thereofof it, nor as to the preservation of any related rights, beyond the use of reasonable care in the custody and preservation of BSST Collateral in the possession of LenderBank. Borrower Debtor agrees to take all steps necessary to preserve rights against prior parties with respect to Borrower’s property the BSST Collateral. Nothing in the possession of Lender. For the purpose of calculating interest on the Revolving Loanthis Section 3.1 shall be deemed a consent by Bank to any sale, Borrower understands that the Lender imposes a minimum two Business Days delay in crediting payments received by the Lender on Eligible Accounts lease or other Collateral against the Revolving Loan to allow time for collection and Borrower agrees that the Lender may, at Lender’s option, make such credits only when payments are actually collected by Lender in immediately available funds. Any credit of payment by Lender prior to receipt by Lender of immediately available funds is conditional upon Lender’s receipt of those funds. All remittances will be received by Lender subject to collection, and the Lender assumes no responsibility in connection therewith beyond the exercise of ordinary care and will not be liable for default, negligence or willful misconduct disposition of any correspondent or for losses in transit. Borrower agrees that the Lender shall not be liable for any loss or damage which Borrower suffers or may suffer as a result of the Lender’s processing of items or its exercise of any other rights or remedies under this Agreement, including, without limitation, indirect, special or consequential damages, loss of revenues or profits, or any claim, demand or action by any third party arising out of or in connection with the processing of items or the exercise of any other rights or remedies hereunder. Borrower further agrees to indemnify and hold Lender harmless from and against all such third party claims, demands or actions, including, without limitation, litigation costs and reasonable attorneys’ feesBSST Collateral.

Collection of Proceeds. Borrower agrees (a) So long as no Event of Default exists and thereafter until Agent shall direct Debtor to the contrary by notice to Debtor (an “Enforcement Notice”), Debtor shall collect and enforce payment of all Accounts until Lender Collateral, including servicing and receiving and collecting directly all sums payable in respect of the Collateral, except that regardless of whether any Event of Default exists, the proceeds of any sale or other disposition of the Collateral (“Mortgage Loan Sale Proceeds”), including without limitation, the proceeds of any “Take-Out Commitment” as defined in the Mortgage Warehousing Agreement (“Take-Out Commitment”), shall direct Borrower be paid directly to the contrary andCash Collateral Account (as later defined) if made by electronic funds transfer, from and after or, if not made by electronic funds transfer, to the Lock Box (if requested by Agent) or as Agent shall otherwise direct, for application as provided in this direction, Borrower Agreement. Debtor agrees to fully and promptly cooperate and assist Lender (or any other person designated by Lender) Agent in the collection and enforcement of all Accounts. Borrower shall not grant any extension of time Mortgage Loan Sale Proceeds and to hold in trust for Agent, for the payment benefit of Accountsthe Lenders, shall not compromiseall payments of Mortgage Loan Sale Proceeds received in connection with Collateral. Debtor agrees to endorse to Agent and immediately deliver to Agent all payments of Mortgage Loan Sale Proceeds, compound or settle in the Accounts form received by Debtor without commingling with any other funds. Debtor irrevocably authorizes Agent or any part thereof for less than the full amount thereof, shall not release, in whole or in part, any person liable for the payment of the Accounts or any part thereof, or allow any credit, discount or allowance whatsoever upon the Accounts or any part thereof, unless such activity shall be deemed to be in the ordinary course of business and shall not occasion or threaten a material adverse change in the financial condition, results of operation or business of the Borrower, without first obtaining the written consent of the Lender. Borrower irrevocably authorizes Lender or any Agent employee or agent of Lender to endorse the name of Borrower Debtor upon any checks or other items which are received consisting in payment whole or in part of any Accounts or for any InventoryMortgage Loan Sale Proceeds, and to do any and all things necessary in order to reduce these items to money. The Lender Agent shall have no duty as to the collection or protection of Collateral or the proceeds thereofMortgage Loan Sale Proceeds, nor as to the preservation of any related rights, beyond the use of reasonable care in the custody and preservation of Collateral Mortgage Loan Sale Proceeds in the possession of LenderAgent. Borrower Debtor agrees to take all steps necessary to preserve rights against prior parties with respect to Borrower’s property the Mortgage Loan Sale Proceeds. Nothing in the possession of Lender. For the purpose of calculating interest on the Revolving Loanthis Section 3.1 shall be deemed a consent by Agent or any Lender to any sale, Borrower understands that the Lender imposes a minimum two Business Days delay in crediting payments received by the Lender on Eligible Accounts lease or other Collateral against the Revolving Loan to allow time for collection and Borrower agrees that the Lender may, at Lender’s option, make such credits only when payments are actually collected by Lender in immediately available funds. Any credit of payment by Lender prior to receipt by Lender of immediately available funds is conditional upon Lender’s receipt of those funds. All remittances will be received by Lender subject to collection, and the Lender assumes no responsibility in connection therewith beyond the exercise of ordinary care and will not be liable for default, negligence or willful misconduct disposition of any correspondent or for losses in transit. Borrower agrees that the Lender shall not be liable for any loss or damage which Borrower suffers or may suffer as a result of the Lender’s processing of items or its exercise of any other rights or remedies under this Agreement, including, without limitation, indirect, special or consequential damages, loss of revenues or profits, or any claim, demand or action by any third party arising out of or in connection with the processing of items or the exercise of any other rights or remedies hereunder. Borrower further agrees to indemnify and hold Lender harmless from and against all such third party claims, demands or actions, including, without limitation, litigation costs and reasonable attorneys’ feesCollateral.

Collection of Proceeds. Borrower 3.1 Guarantor/Pledgor agrees to collect and enforce payment of all Accounts Collateral until Lender shall direct Borrower Guarantor/Pledgor to the contrary andcontrary. Immediately upon notice to Guarantor/Pledgor by Lender and at all times after that, from and after this direction, Borrower Guarantor/Pledgor agrees to fully and promptly cooperate and assist Lender (or any other person designated by Lender) in the collection and enforcement of all AccountsCollateral and to hold in trust for Lender all payments received in connection with Collateral and from the sale, lease or other disposition of any Collateral, all rights by way of suretyship or guaranty and all rights in the nature of a lien or security interest which Guarantor/Pledgor now or later has regarding Collateral. Borrower shall not grant Immediately upon and after such notice, Guarantor/Pledgor agrees to (a) endorse to Lender and immediately deliver to Lender all payments received on Collateral or from the sale, lease or other disposition of any extension Collateral or arising from any other rights or interests of time for Guarantor/Pledgor in the payment of Accounts, shall not compromise, compound or settle the Accounts or any part thereof for less than the full amount thereof, shall not releaseCollateral, in whole the form received by Guarantor/Pledgor without commingling with any other funds, and (b) immediately deliver to Lender all property in Guarantor/Pledgor's possession or in part, any person liable for the payment later coming into Guarantor/Pledgor's possession through enforcement of the Accounts Guarantor/Pledgor's rights or any part thereof, or allow any credit, discount or allowance whatsoever upon the Accounts or any part thereof, unless such activity shall be deemed to be interests in the ordinary course of business and shall not occasion or threaten a material adverse change in the financial condition, results of operation or business of the Borrower, without first obtaining the written consent of the LenderCollateral. Borrower Guarantor/Pledgor irrevocably authorizes Lender or any Lender employee or agent of Lender to endorse the name of Borrower Guarantor/Pledgor upon any checks or other items which that are received in payment of any Accounts or for any InventoryCollateral, and to do any and all things necessary in order to reduce these items to money. The Lender shall have no duty as to the collection or protection of Collateral or the proceeds thereofof it, nor as to the preservation of any related rights, beyond the use of reasonable care in the custody and preservation of Collateral in the possession of Lender. Borrower Guarantor/Pledgor agrees to take all steps necessary to preserve rights against prior parties with respect to Borrower’s property the Collateral. Nothing in the possession of Lender. For the purpose of calculating interest on the Revolving Loanthis Section 3.1 shall be deemed a consent by Lender to any sale, Borrower understands that the Lender imposes a minimum two Business Days delay in crediting payments received by the Lender on Eligible Accounts lease, or other Collateral against the Revolving Loan to allow time for collection and Borrower agrees that the Lender may, at Lender’s option, make such credits only when payments are actually collected by Lender in immediately available funds. Any credit of payment by Lender prior to receipt by Lender of immediately available funds is conditional upon Lender’s receipt of those funds. All remittances will be received by Lender subject to collection, and the Lender assumes no responsibility in connection therewith beyond the exercise of ordinary care and will not be liable for default, negligence or willful misconduct disposition of any correspondent or for losses in transit. Borrower agrees that the Lender shall not be liable for any loss or damage which Borrower suffers or may suffer as a result of the Lender’s processing of items or its exercise of any other rights or remedies under this Agreement, including, without limitation, indirect, special or consequential damages, loss of revenues or profits, or any claim, demand or action by any third party arising out of or in connection with the processing of items or the exercise of any other rights or remedies hereunder. Borrower further agrees to indemnify and hold Lender harmless from and against all such third party claims, demands or actions, including, without limitation, litigation costs and reasonable attorneys’ feesCollateral.