Common use of Collection of the Notes Clause in Contracts

Collection of the Notes. Borrower hereby directs and authorizes each party liable for the payment of the Pledged Notes Receivable, and by no later than the Closing Date shall direct in writing each such party, to pay each installment thereon to Lockbox Agent pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent or, at Agent’s direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of Agent. Following the occurrence of an Event of Default, Agent shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, as agent for Lenders, and Agent is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following the occurrence of an Event of Default, Agent or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such default to the defaulting party or parties, and Agent shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such default. Borrower hereby further authorizes, directs and empowers Agent (and Lockbox Agent or any other Person as may be designated by Agent in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party liable for the payment of the Pledged Notes Receivable, and by no later than the Closing Effective Date shall direct in writing each such party, to pay each installment thereon to Lockbox Agent pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent or, at Agent’s 's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of Agent. Following the occurrence of an Event of Default, Agent shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, Agent as agent for Lenders, and Agent is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following the occurrence of an Event of Default, Agent or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such default to the defaulting party or parties, and Agent shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such default. Borrower hereby further authorizes, directs and empowers Agent (and Lockbox Agent or any other Person as may be designated by Agent in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party Applicable Underlying Borrower and other Person liable for the payment of the any Pledged Notes Note Receivable, and by no later than promptly after the Closing Date Date, shall direct in writing each such partyPerson, to pay each installment thereon to Lockbox Agent Agent, pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent Lender or, at Agent’s Lender's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of AgentLender. Following the occurrence of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, as agent for LendersLender, and Agent Lender is hereby authorized to receive, collect, hold hold, and apply the same in accordance with the provisions of this Agreement but shall provide Borrower with accountings of all such activity on at least as frequent a basis as Lockbox Agent was obligated to provide accountings to Lender and Borrower, pursuant to the Lockbox Agreement. In the event that following the occurrence of an Event of Default, Agent Lender or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such event of default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Applicable Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such event of default. Borrower hereby further authorizes, directs directs, and empowers Agent Lender (and Lockbox Agent or any other Person as may be designated by Agent Lender in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and and, upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have had been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party liable for the payment of the Pledged Notes Receivable, and by no later than the Closing Effective Date shall direct in writing each such party, to pay each installment thereon to Lockbox Agent pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent Lender or, at AgentLender’s direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of AgentLender. Following the occurrence of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, as agent for LendersLender, and Agent Lender is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following the occurrence of an Event of Default, Agent Lender or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such default. Borrower hereby further authorizes, directs and empowers Agent Lender (and Lockbox Agent or any other Person as may be designated by Agent Lender in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party Applicable Underlying Developer and other Person liable for the payment and performance of the any Applicable Underlying Transaction, Pledged Notes Consumer Note Receivable or Purchased Consumer Note Receivable, and by no later than promptly after the Closing Date Date, shall direct in writing each such partyPerson, to pay each installment thereon to Lockbox Agent Agent, pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent Lender or, at Agent’s Lender's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Applicable Underlying Transactions, the Pledged Consumer Notes Receivable or the Purchased Consumer Notes Receivable in accordance with the directions of AgentLender; provided, however, that Lender shall not give any such notice to any Person unless an Event of Default exists, although it may require Borrower to do so. Following the occurrence of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Applicable Underlying Transactions, the Pledged Consumer Notes Receivable or the Purchased Consumer Notes Receivable be paid directly to Agent, Lender or as agent for Lendersit otherwise may direct, and Agent Lender is hereby authorized to receive, collect, hold hold, and apply the same in accordance with the provisions of this Agreement but shall provide Borrower with accountings of all such activity on at least as frequent a basis as Lockbox Agent was obligated to provide accountings to Lender and Borrower, pursuant to the Lockbox Agreement. In the event that following the occurrence of an Event of Default, Agent Lender or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Applicable Underlying Transactions, the Pledged Consumer Notes Receivable or Purchased Consumer Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such event of default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Applicable Underlying Transactions, the Pledged Consumer Notes Receivable or Purchased Consumer Notes Receivable in default and to foreclose each of the Applicable Mortgages and/or Interval Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Applicable Underlying Transactions, Pledged Consumer Notes Receivable or Purchased Consumer Notes Receivable with respect to such event of default. Borrower hereby further authorizes, directs directs, and empowers Agent Lender (and Lockbox Agent or any other Person as may be designated by Agent Lender in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and and, upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have had been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party liable for the payment of the Pledged Notes Receivable, and by no later than the Closing Date shall direct in writing each such party, to pay each installment thereon to Lockbox Agent pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent or, at Agent’s 's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of Agent. Following the occurrence of an Event of Default, Agent shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, as agent for Lenders, and Agent is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following the occurrence of an Event of Default, Agent or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such default to the defaulting party or parties, and Agent shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such default. Borrower hereby further authorizes, directs and empowers Agent (and Lockbox Agent or any other Person as may be designated by Agent in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party Purchaser and any other Person liable for the payment of the any Pledged Notes Note Receivable, and by no later than promptly after the Closing Date Date, shall direct in writing each such partyPerson, to pay each installment due thereon directly to Lockbox Agent Agent, pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent Lender or, at Agent’s Lender's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of AgentLender. Following the occurrence of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, as agent for LendersLender, and Agent Lender is hereby authorized to receive, collect, hold hold, and apply the same in accordance with the provisions of this Agreement but shall provide Borrower with accountings of all such activity on at least as frequent a basis as Lockbox Agent was obligated to provide accountings to Lender and Borrower, pursuant to the Lockbox Agreement. In the event that following the occurrence of an Event of Default, Agent Lender or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such event of default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notesinstruments, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable Receivable, together with the related Purchase Agreements, with respect to such event of default. Borrower hereby further authorizes, directs directs, and empowers Agent Lender (and Lockbox Agent or any other Person as may be designated by Agent Lender in writing) to collect and receive all checks and drafts draft evidencing such payments and to endorse such checks or drafts in the name of Borrower and and, upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts draft granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have draft had been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party Applicable Underlying Borrower and other Person liable for the payment of the any Pledged Notes Note Receivable or Pledged Consumer Note Receivable, and by no later than promptly after the Closing Date Date, shall direct in writing each such partyPerson, to pay each installment thereon to Lockbox Agent Agent, pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent Lender or, at Agent’s Lender's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable or the Pledged Consumer Notes Receivable in accordance with the directions of AgentLender. Following the occurrence of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Pledged Notes Receivable or the Pledged Consumer Notes Receivable be paid directly to Agent, as agent for LendersLender, and Agent Lender is hereby authorized to receive, collect, hold hold, and apply the same in accordance with the provisions of this Agreement but shall provide Borrower with accountings of all such activity on at least as frequent a basis as Lockbox Agent was obligated to provide accountings to Lender and Borrower, pursuant to the Lockbox Agreement. In the event that following the occurrence of an Event of Default, Agent Lender or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable or the Pledged Consumer Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such event of default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable or Pledged Consumer Notes Receivable in default and to foreclose each of the Applicable Mortgages and/or Interval Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable or Pledged Consumer Notes Receivable with respect to such event of default. Borrower hereby further authorizes, directs directs, and empowers Agent Lender (and Lockbox Agent or any other Person as may be designated by Agent Lender in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and and, upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have had been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party Applicable Underlying Borrower and other Person liable for the payment of the any Pledged Notes Note Receivable, and by no later than promptly after the Closing Date Date, shall direct in writing each such partyPerson, to pay each installment thereon to Lockbox Agent Agent, pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent Lender or, at Agent’s Lender's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of AgentLender; provided, however, that Lender shall not give any such notice to any Person unless an Event of Default exists, although it may require Borrower to do so. Following the occurrence of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, Lender or as agent for Lendersit may otherwise direct, and Agent Lender is hereby authorized to receive, collect, hold hold, and apply the same in accordance with the provisions of this Agreement but shall provide Borrower with accountings of all such activity on at least as frequent a basis as Lockbox Agent was obligated to provide accountings to Lender and Borrower, pursuant to the Lockbox Agreement. In the event that following the occurrence of an Event of Default, Agent Lender or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such event of default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Applicable Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such event of default. Borrower hereby further authorizes, directs directs, and empowers Agent Lender (and Lockbox Agent or any other Person as may be designated by Agent Lender in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and and, upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have had been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each ------------------------ party liable for the payment of the Pledged Notes Receivable, and by no later than the Closing Date shall direct in writing each such party, Receivable to pay each installment thereon to Lockbox the Collection Agent pursuant to the Lockbox Agreement, Agreement unless and until directed otherwise by written notice from Agent or, at Agent’s direction, from BorrowerLender if permitted under this Agreement or the Lockbox Agreement, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of AgentLender. Following Upon the occurrence and during the continuance of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, as agent for LendersLender or Lender's designee, and Agent Lender or Lender's designee is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following upon the occurrence and during the continuance of an Event of Default, Agent Lender or Lockbox Collection Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Collection Agent to give notice of such default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notes, ) to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default in accordance with applicable law and to foreclose each of the Mortgages Pledged Deeds of Trust securing the payment thereofthereof in accordance with applicable law, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such default. Upon the occurrence and during the continuance of an Event of Default, Borrower hereby further authorizes, directs and empowers Agent (and Lockbox Agent or any other Person as may be designated by Agent in writing) Lender to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party liable for the payment of the Pledged Notes Receivable, and by no later than the Closing Date at Agent's request shall direct in writing each such party, to pay each installment thereon to Lockbox Agent pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent or, at Agent’s direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of Agent. Following the occurrence of an Event of Default, Agent shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, Agent as agent for Lenders, and Agent is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following the occurrence of an Event of Default, Agent or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such default to the defaulting party or parties, and Agent shall have the right (but not the obligation), subject to the terms of such Notesnotes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereof, if applicable, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such default. Borrower hereby further authorizes, directs and empowers Agent (and Lockbox Agent or any other Person as may be designated by Agent in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party Person liable for the payment of the any Pledged Notes Note Receivable, and by no later than promptly after the Closing Date Date, itself shall direct direct, in writing writing, each such partyPerson, to pay each installment thereon to the Lockbox Agent Agent, pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent Lender or, at Agent’s Lender's direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of Lender. Borrower shall have no rights to such installment payments. Lockbox Agent shall have no right of setoff with respect to the monies held by Lockbox Agent pursuant to the Lockbox Agreement. Borrower shall be responsible for all costs and expenses related to the Lockbox Agreement and the Lockbox Agent. Following the occurrence of an Event of Default, Agent Lender shall have the right to require that all payments becoming due under the Pledged Notes Receivable (if any) be paid directly to Agent, as agent for LendersLender, and Agent Lender is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following the occurrence of an Event of Default, Agent Lender or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent Lender may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such event of default to the defaulting party or parties, and Agent Lender shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereofdefault, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such defaultEvent of Default. Borrower hereby further authorizes, directs and empowers Agent Lender (and Lockbox Agent or any other Person as may be designated by Agent Lender in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have had been endorsed by Borrower.

Collection of the Notes. Borrower hereby directs and authorizes each party liable for the payment of the Pledged Notes Receivable, and by no later than the Closing Effective Date shall direct in writing each such party, to pay each installment thereon to Lockbox Agent pursuant to the Lockbox Agreement, unless and until directed otherwise by written notice from Agent or, at Agent’s direction, from Borrower, after which such parties are and shall be directed to make all further payments on the Pledged Notes Receivable in accordance with the directions of Agent. Following the occurrence of an Event of Default, Agent shall have the right to require that all payments becoming due under the Pledged Notes Receivable be paid directly to Agent, Agent as agent for Lenders, and Agent is hereby authorized to receive, collect, hold and apply the same in accordance with the provisions of this Agreement. In the event that following the occurrence of an Event of Default, Agent or Lockbox Agent does not receive any installment of principal or interest due and payable under any of the Pledged Notes Receivable on or prior to the date upon which such installment becomes due, Agent may, at its election (but without any obligation to do so), give or cause Lockbox Agent to give notice of such default to the defaulting party or parties, and Agent shall have the right (but not the obligation), subject to the terms of such Notes, to accelerate payment of the unpaid balance of any of the Pledged Notes Receivable in default and to foreclose each of the Mortgages securing the payment thereof, and to enforce any other remedies available to the holder of such Pledged Notes Receivable with respect to such default. Borrower hereby further authorizes, directs and empowers Agent (and Lockbox Agent or any other Person as may be designated by Agent in writing) to collect and receive all checks and drafts evidencing such payments and to endorse such checks or drafts in the name of Borrower and upon such endorsements, to collect and receive the money therefor. The right to endorse checks and drafts granted pursuant to the preceding sentence is irrevocable by Borrower, and the banks or banks paying such checks or drafts upon such endorsements, as well as the signers of the same, shall be as fully protected as though the checks or drafts have been endorsed by Borrower.