Collections of Accounts. The Borrower hereby authorizes the Bank, now and at any time or times hereafter, to (a) notify any or all account debtors that the Accounts Receivable have been assigned to the Bank and that the Bank has a security interest therein and (b) direct such account debtors to make all payments due from them to the Borrower upon the Accounts Receivable directly to the Bank or to a lockbox designated by the Bank. Until such time as the Bank shall exercise such rights, the Borrower shall collect and enforce all of its Accounts Receivable. The costs of collection and enforcement of the Accounts Receivable shall be borne by the Borrower, whether such costs are incurred by the Borrower or the Bank. All collections and proceeds of the Accounts Receivable and other Collateral shall be held in trust for the Bank, separate and apart from other funds and properties of the Borrower, and shall be promptly delivered by the Borrower to the Bank in the form in which they are received by the Borrower (except for any necessary endorsement in favor of the Bank) by mailing or delivering the same to the Bank not later than the business day following receipt thereof by the Borrower. The Bank will, within two (2) business days after receipt of checks and one business day after receipt of cash and cash equivalents, apply the whole or any part of such collections against the Borrower's liabilities to the Bank. All checks, drafts, instruments, and other items of payment or proceeds of Collateral shall be endorsed by the Borrower to the order of the Bank. The Borrower irrevocably constitutes and appoints the Bank and all persons designated by the Bank as the true and lawful agent and attorney-in-fact to endorse the Borrower's name to any payment or proceeds of Collateral.
Collections of Accounts. In the event that at the end of the six-month period following the Closing the aggregate amount realized from collection of the Closing Accounts Receivable is less than $5,425,000, notwithstanding reasonable diligence consistent with industry practice to collect such accounts by PSC Management under the MSAs, Sellers (jointly and severally) shall pay Parent upon delivery to the Paying Agent of notice of the amount of such shortfall and a reconciliation with respect thereto, cash in an amount equal to the shortfall. If not paid within one (1) day of delivery, at PSC's election any such shortfall may be offset (without regard to the limitations set forth in Section 8.5(a) or 8.6) against the amounts payable by Parent, PSC, or PSC Management to the Sellers under (i) any MSA and/or (ii) the PSC Debenture. Following any such payment or offset, Parent, PSC and PSC Management shall assign to the Paying Agent for the benefit of the Sellers the remaining uncollected Closing Accounts Receivable. Following any such offset pursuant to Section 7.7, in the event the Sellers dispute such offset, the dispute shall be resolved in accordance with Section 10.20 hereof.
Collections of Accounts. In the event that during the twelve-month period following the Closing the amount realized from collection of the Closing Accounts Receivable is less than 500,000, then in addition to and not in lieu of any other rights it may have under this Agreement or any other agreement with Sellers or the Corporations or under law, the Sellers shall pay Parent upon demand cash in an amount equal to the shortfall, or, at Parent's election any such shortfall may be offset against the amounts payable by Parent to the Sellers under the Convertible Notes or the Contingent Promissory Note. Following any such payment or offset and immediately upon receipt by Parent or its affiliates of $500,000, Parent and SFO shall assign to the Sellers the remaining uncollected Closing Accounts Receivable. Parent or SFO shall immediately remit to Sellers any collections received within the twelve-month period following the Closing with respect to the Closing Accounts Receivable in excess of $500,000.
Collections of Accounts. Collections of Accounts of the Borrowers shall be administered as provided by the Security Agreement. Unless otherwise agreed by the Agent in its discretion, collections of Accounts of the Loan Parties other than the Borrowers shall be transferred daily to a Payment Account maintained with the Agent, an Affiliate of the Agent or other financial institution acceptable to the Agent, subject to a Blocked Account Agreement satisfactory to the Agent, which shall provide for sweeps of Collateral proceeds to the Agent on terms satisfactory to the Agent.
Collections of Accounts. As between IBM Credit and DFS, DFS shall have the sole right to collect and liquidate all sums owed by account debtors at all times, including without limitation following the receipt of a Notice. Until receipt by DFS of a Notice from IBM Credit, DFS shall have the right to apply any and all monies, reserves and proceeds received or collected by DFS with respect to accounts to any indebtedness owed to DFS. As between IBM Credit and DFS, during the period following the receipt by DFS of a Notice from IBM Credit, DFS shall hold, subject to applicable law, including bankruptcy law, the first collections of accounts receivable collected by DFS after receipt of a Notice from IBM Credit, up to the amount of the IBM Credit Account Portion, for the benefit of IBM Credit. Upon receipt by DFS of a notice from IBM Credit certifying that the representations and warranties set forth in Section 9 hereof are true and correct, DFS shall, subject to applicable law, including bankruptcy law, distribute to IBM Credit, within five (5) business days of receipt of such notice, the IBM Credit Account Portion. For purposes hereof, the "IBM Credit Account Portion" shall mean an amount equal to the lesser of: (a) Two Million Dollars ($2,000,000.00) or (b) the then outstanding amount of Dealer's obligations to IBM Credit as of the Determination Date.
Collections of Accounts. As provided in the Loan Agreement, all collections of Accounts shall be remitted to the Bank. Promptly following receipt by Bank of such collections in immediately available funds, Bank shall apply the same to the Obligations in such order as Bank shall determine, provided that Bank shall instead deposit the same into Borrower’s operating account at Bank, if (i) no Default or an Event of Default has occurred and is continuing, and (ii) Borrower has Advances available to it under the formulas and provisions of this Loan Agreement of at least $1,000,000, as confirmed by the latest Transaction Report received by the Bank.
Collections of Accounts. Until contrary notice is given by the Secured Party, the Debtor is specifically authorized to enforce and collect the Collateral described in Section 3(c) above in such manner as shall be commercially reasonable, to accept the return of goods and to reclaim, withhold or repossess goods as an unpaid seller. Until receipt of such notice, the Debtor agrees to collect the payments upon or from said Collateral, at the Debtor's expense, with due diligence. Upon notification by the Secured Party to the Debtor after the occurrence and during the continuation of an Event of Default to cease collecting upon said Collateral, the Secured Party will proceed to collect said Collateral in a commercially reasonable manner and may deduct from the proceeds its reasonable expenses of collection. Secured Party is authorized to receive in full satisfaction of any obligor's obligation to the Debtor a commercially reasonable sum less than the face amount thereof. The Debtor agrees that if any sums are received by it in respect to the Collateral after such notification by the Secured Party, such sums shall be received in trust by the Debtor and immediately shall be paid over by the Debtor to the Secured Party. The Debtor agrees to hold the Secured Party harmless from any claim, loss or damage caused by any failure to collect any obligation or to enforce any contract or by any act or omission on the part of the Secured Party, its agents and employees, relating to the Collateral except for Secured Party's willful misconduct or gross negligence. The covenant set forth in the preceding sentence shall survive the termination of this Agreement.
