Collections on Receivables. The Grantors shall instruct and shall use commercially reasonable efforts to cause the Account Debtor on each Receivable to remit all amounts owing in respect of such Receivable to a Cash Management Account. Any amounts in respect of any Receivable collected by any Grantor, (i) shall be promptly deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Agent if required, in a Cash Management Account, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Agent and the other Secured Parties, segregated from other funds of such Grantor. All Proceeds constituting collections of Receivables while held by the Administrative Agent (or by any Grantor in trust for the Administrative Agent and the other Secured Parties) shall continue to be collateral security for all of the Obligations and shall not constitute payment thereof until applied as hereinafter provided. At the Administrative Agent’s reasonable request, each Grantor shall deliver to the Administrative Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to such Grantor’s Receivables, including, without limitation, all original orders, invoices and shipping receipts.
Appears in 4 contracts
Samples: Credit Agreement (Sprague Resources LP), Credit Agreement (Sprague Resources LP), Credit Agreement (Sprague Resources LP)
Collections on Receivables. The Grantors shall instruct and shall use commercially reasonable efforts to cause the Account Debtor on each Receivable to remit all amounts owing in respect of such Receivable to a Cash Management Account. Any amounts in respect of any Receivable collected by any Grantor, (i) shall be promptly deposited by such Grantor in the exact form received, duly endorsed by such Grantor to the Administrative Collateral Agent if required, in a Cash Management Account, and (ii) until so turned over, shall be held by such Grantor in trust for the Administrative Collateral Agent and the other Secured Parties, segregated from other funds of such Grantor. All Proceeds constituting collections of Receivables while held by the Administrative Collateral Agent (or by any Grantor in trust for the Administrative Collateral Agent and the other Secured Parties) shall continue to be collateral security for all of the Obligations and shall not constitute payment thereof until applied as hereinafter provided. At the Administrative Collateral Agent’s reasonable request, each Grantor shall deliver to the Administrative Collateral Agent all original and other documents evidencing, and relating to, the agreements and transactions which gave rise to such Grantor’s Receivables, including, without limitation, all original orders, invoices and shipping receipts.
Appears in 1 contract