Common use of Communications with Obligors; Grantors Remain Liable Clause in Contracts

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Agent in its own name or in the name of others may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all payments under the Receivable directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent, the Collateral Agent nor any other Secured Party shall have any obligation or liability under any Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Agent in its own name or in the name of others others, may at any time and from time to time after the occurrence and during the continuance of an Event of Default specified in Subsection 9.1(a) of the Credit Agreement, subject to each applicable Intercreditor Agreement, communicate with obligors under the Accounts Receivable constituting Collateral and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Collateral Agent’s satisfaction the existence, amount and terms of any Accounts Receivable or Contracts. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(fspecified in Subsection 9.1(a) of the Credit Agreement, subject to each applicable Intercreditor Agreement, each Grantor (other than Holdings) shall notify obligors on such Grantor’s Accounts Receivable and parties to such Grantor’s Contracts (in each case, to the extent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Collateral Agent may upon written notice to Agent, for the applicable Grantorbenefit of the Secured Parties, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all and that payments under the Receivable in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables each of such Grantor’s Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither None of the Administrative Collateral Agent, the Collateral Administrative Agent nor or any other Secured Party shall have any obligation or liability under any Accounts Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Accounts Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Agent in its own name or in the name of others others, may at any time and from time to time after the occurrence and during the continuance of an Event of Default specified in Section 9(a) of the Credit Agreement (subject to any applicable Intercreditor Agreement), communicate with obligors under the Accounts Receivable constituting Collateral and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Collateral Agent’s satisfaction the existence, amount and terms of any Accounts Receivable or Contracts. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default under specified in Section 8.1(a) or 8.1(f9(a) of the Credit Agreement communicate with (subject to any applicable Intercreditor Agreement), each Grantor shall notify obligors under on such Grantor’s Accounts Receivable and parties to such Grantor’s Contracts (in each case, to the Receivables to verify with them extent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Collateral Agent’s reasonable satisfaction , for the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) benefit of the Credit Agreement notifySecured Parties, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all that payments under the Receivable in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables each of such Grantor’s Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither None of the Administrative Collateral Agent, the Collateral Administrative Agent nor or any other Secured Party shall have any obligation or liability under any Account Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Account Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Administrative Agent in its own name or in the name of others may at any time and from time to time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(fspecified in subsection 9(a) of the Credit Agreement Agreement, communicate with obligors under the Receivables Accounts Receivable and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Collateral Administrative Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesAccounts Receivable or Contracts. (b) The Collateral Upon the request of the Administrative Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(fspecified in subsection 9(a) of the Credit Agreement, the Collateral Agent may upon written notice each Grantor shall notify obligors on such Grantor’s Accounts Receivable and parties to such Grantor’s Contracts (in each case, to the applicable Grantorextent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Administrative Agent, notifyfor the ratable benefit of the Secured Parties, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all and that payments under the Receivable in respect thereof shall be made directly to the Collateral Administrative Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables each of such Grantor’s Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent, the Collateral Agent nor any other Secured Party Lender shall have any obligation or liability under any Account Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Account Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Agent in its own name or in the name of others others, may at any time and from time to time after the occurrence and during the continuance of an Event of Default specified in Subsection 9.1(a) of the Credit Agreement, if the Discharge of ABL Obligations has occurred (and subject to any applicable Intercreditor Agreement) communicate with obligors under the Accounts Receivable constituting Collateral and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Collateral Agent’s satisfaction the existence, amount and terms of any Accounts Receivable or Contracts. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(fspecified in Subsection 9.1(a) of the Credit Agreement, if the Discharge of ABL Obligations has occurred (and subject to any applicable Intercreditor Agreement) each Grantor shall notify obligors on such Grantor’s Accounts Receivable and parties to such Grantor’s Contracts (in each case, to the extent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Collateral Agent may upon written notice to Agent, for the applicable Grantorbenefit of the Secured Parties, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all and that payments under the Receivable in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables each of such Grantor’s Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither None of the Administrative Collateral Agent, the Collateral Administrative Agent nor or any other Secured Party shall have any obligation or liability under any Account Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Account Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Second Lien Administrative Agent or the Collateral Agent each in its their own name or in the name of others may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement communicate with obligors under the Receivables and parties to the Contracts to verify with them to the Collateral Second Lien Administrative Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesReceivables or Contracts. (b) The Collateral Agent may at At any time after the occurrence and during the continuance of an any Event of Default under Section 8.1(a) Default, the Second Lien Administrative Agent or 8.1(f) of the Credit Agreement Collateral Agent may at any time notify, or require any Grantor to so notify within a reasonable period thereafternotify, the Account Debtor or counterparty on any Receivable or Contract of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) Default, the Second Lien Administrative Agent, subject to the terms of the Credit Intercreditor Agreement, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafternotify, the Account Debtor or counterparty to make all payments under the Receivable Receivables and/or Contracts directly to the Collateral Agent.; (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables and Contracts to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent, the Collateral Agent nor any other No Secured Party shall have any obligation or liability under any Receivable (or any agreement giving rise thereto) or Contract by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable (or any agreement giving rise thereto)) or Contract, to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Agent in its own name or in the name of others others, may at any time and from time to time after the occurrence and during the continuance of an Event of Default specified in Section 10.1(a) of the Credit Agreement (subject to any applicable Acceptable Intercreditor Agreement), communicate with obligors under the Accounts Receivable constituting Collateral and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Agent’s satisfaction the existence, amount and terms of any Accounts Receivable or Contracts. (b) Upon the request of the Agent at any time after the occurrence and during the continuance of an Event of Default under specified in Section 8.1(a) or 8.1(f10.1(a) of the Credit Agreement communicate with (subject to any applicable Acceptable Intercreditor Agreement), each Grantor shall notify obligors under the Receivables on such Grantor’s Accounts Receivable and parties to verify with them such Grantor’s Contracts (in each case, to the Collateral extent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Agent’s reasonable satisfaction , for the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) benefit of the Credit Agreement notifySecured Parties, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all that payments under the Receivable in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables each of such Grantor’s Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither None of the Administrative Agent, the Collateral Agent nor or any other Secured Party shall have any obligation or liability under any Account Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Account Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Note Collateral Agent in its own name or in the name of others others, may at any time and from time to time after the occurrence and during the continuance of an Event of Default specified in Section 601(i) or (ii) of the Indenture, if the Discharge of ABL Obligations has occurred (and subject to any applicable Intercreditor Agreement), communicate with obligors under the Accounts Receivable constituting Collateral and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Note Collateral Agent’s satisfaction the existence, amount and terms of any Accounts Receivable or Contracts. (b) Upon the request of the Note Collateral Agent at any time after the occurrence and during the continuance of an Event of Default under specified in Section 8.1(a601(i) or 8.1(f(ii) of the Credit Agreement communicate with Indenture, if the Discharge of ABL Obligations has occurred (and subject to any applicable Intercreditor Agreement), each Grantor shall notify obligors under the Receivables on such Grantor’s Accounts Receivable and parties to verify with them such Grantor’s Contracts (in each case, to the extent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Note Collateral Agent’s reasonable satisfaction , for the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) benefit of the Credit Agreement notifySecured Parties, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all that payments under the Receivable in respect thereof shall be made directly to the Note Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables each of such Grantor’s Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither None of the Administrative Agent, the Note Collateral Agent nor or any other Secured Party shall have any obligation or liability under any Account Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Note Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Note Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Account Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Canadian Collateral Agent Agent, in its own name or in the name of others others, may at any time and from time to time after the occurrence and during the continuance of an Event of Default specified in subsection 9(a) of the Credit Agreement, communicate with obligors under the Accounts Receivable constituting Collateral and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Canadian Collateral Agent’s satisfaction the existence, amount and terms of any Accounts Receivable constituting Collateral or Contracts. (b) Upon the request of the Canadian Collateral Agent at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(fspecified in subsection 9(a) of the Credit Agreement, the Collateral Agent may upon written notice Grantor shall notify obligors on the Grantor’s Accounts Receivable and parties to the applicable Grantor’s Contracts (in each case, notifyto the extent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Canadian Collateral Agent, or require any Grantor to notify within a reasonable period thereafterfor the rateable benefit of the Secured Parties, the Account Debtor or counterparty to make all and that payments under the Receivable in respect thereof shall be made directly to the Canadian Collateral Agent. (c) Anything herein to the contrary notwithstanding, each the Grantor shall remain liable under the Receivables each of its Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither None of the Administrative Canadian Collateral Agent, the Collateral Canadian Administrative Agent nor or any other Secured Party shall have any obligation or liability under any Account Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Canadian Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Canadian Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any the Grantor under or pursuant to any Account Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Subject to the Orders, the Collateral Agent in its own name or in the name of others may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the DIP ABL Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Subject to the Orders, the Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the DIP ABL Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the DIP ABL Credit Agreement, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all payments under the Receivable directly to the Collateral Agent. (c) Anything Subject to the Orders, anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither Subject to the Orders, neither the Administrative Agent, the Collateral Agent nor any other Secured Party shall have any obligation or liability under any Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Subject to applicable law and contractual rights, if any, in each case relating to confidentiality, at any time after the occurrence and during the continuance of an Event of Default, the Administrative Agent in its own name or in the name of others may at any time communicate with obligors under the Receivables and parties to the Contracts to verify with them to the Administrative Agent’s reasonable satisfaction the existence, amount and terms of any Receivables or Contracts. (b) At any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a8(a) or 8.1(f) of the Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(ff) of the Credit Agreement, upon the Collateral request of the Administrative Agent, which request the Administrative Agent may make, subject to Section 7.4, with the consent of the Required Lenders, or shall make upon written notice the request of the Required Lenders, each Grantor shall notify obligors on the Receivables (except where such Receivables are subject to Retained Rights) and parties to the applicable Grantor, notify, or require any Grantor Contracts that the Receivables and the Contracts have been assigned for security to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all Administrative Agent for the benefit of the Secured Parties and that payments under the Receivable in respect thereof shall be made directly to the Collateral Administrative Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables and Contracts to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent, the Collateral Agent nor any other Secured Party Lender shall have any obligation or liability under any Receivable (or any agreement giving rise thereto) or Contract by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party Lender of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party Lender be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable (or any agreement giving rise thereto)) or Contract, to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Subject to the Orders, the Collateral Agent in its own name or in the name of others may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the DIP Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Subject to the Orders, the Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the DIP Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the DIP Credit Agreement, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all payments under the Receivable directly to the Collateral Agent. (c) Anything Subject to the Orders, anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither Subject to the Orders, neither the Administrative Agent, the Collateral Agent nor any other Secured Party shall have any obligation or liability under any Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The At any time after the occurrence and during the continuance of an Event of Default, the Collateral Agent in its own name or in the name of others may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement communicate with obligors under the Receivables that are included in the GCA Collateral and parties to the Contracts to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesReceivables or Contracts, in each case, that are included in the GCA Collateral. (b) The Collateral Agent may at At any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of Default, the Credit Agreement Collateral Agent may at any time notify, or require any Grantor to so notify within a reasonable period thereafternotify, the Account Debtor or counterparty on any Receivable or Contract that is included in the GCA Collateral of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an ICA Event of Default under Section 8.1(a) or 8.1(f) and upon receipt by the Collateral Agent of an Act of Instructing Senior Secured Parties directing the Credit Collateral Agent to send a Remedies Notice in connection therewith as provided in the Intercreditor Agreement, and until such time as such Remedies Notice has been rescinded, the Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify within a reasonable period thereafternotify, the Account Debtor or counterparty to make all payments under the Receivable Receivables and/or Contracts that are included in the GCA Collateral directly to the Collateral AgentAgent in accordance with the terms thereof. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent, the Collateral Agent nor any other No Senior Secured Party shall have any obligation or liability under any Receivable (or any agreement giving rise thereto) or Contract that is included in the GCA Collateral by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Senior Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Senior Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable (or any agreement giving rise thereto)) or Contract that is included in the GCA Collateral, to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Subject to the terms of the First Lien/Second Lien Intercreditor Agreement, the Collateral Agent in its own name or in the name of others may at any time after the occurrence and during the continuance continuation of an Event of Default under Section 8.1(a) or 8.1(f) Default, after giving reasonable prior written notice to the relevant Grantor of the Credit Agreement its intent to do so, communicate with obligors under the Receivables Accounts to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesAccounts. The Collateral Agent shall have the absolute right to share any information it gains from such inspection or verification with any Second Lien Secured Party; provided, that the provisions of Section 13.16 of the Second Lien Credit Agreement or any equivalent provision of any Additional Second Lien Agreement shall apply to such information. (b) The Subject to the terms of the First Lien/Second Lien Intercreditor Agreement, upon the prior written request of the Collateral Agent may at any time after the occurrence and during the continuance continuation of an Event of Default (it being understood that the exercise of remedies by the Second Lien Secured Parties in connection with an Event of Default under Section 8.1(a) or 8.1(f) 11.5 of the Second Lien Credit Agreement notify, or require any Grantor equivalent provision of any Additional Second Lien Agreement shall be deemed to so notify within constitute a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of request by the Collateral Agent therein. In additionfor the purposes of this sentence and in such circumstances, after no such written notice shall be required), each Grantor shall notify obligors on the occurrence and during Accounts that the continuance of an Event of Default under Section 8.1(a) or 8.1(f) Accounts have been assigned to the Collateral Agent, for the benefit of the Credit AgreementSecond Lien Secured Parties, and that payments in respect thereof shall be made directly to the Collateral Agent and that the Collateral Agent may upon written notice to the applicable enforce such Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all payments under the Receivable directly to the Collateral Agent’s rights against such obligors. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables Accounts to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent, the Collateral Agent nor any other Second Lien Secured Party shall have any obligation or liability under any Receivable Account (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Second Lien Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Second Lien Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable Account (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Canadian Collateral Agent in its own name or in the name of others others, may at any time and from time to time after the occurrence and during the continuance of an Event of Default specified in subsection 9(a) of the ABL Credit Agreement, communicate with obligors under the Accounts Receivable and parties to the Contracts (in each case, to the extent constituting Collateral) to verify with them to the Canadian Collateral Agent’s satisfaction the existence, amount and terms of any Accounts Receivable or Contracts. (b) Upon the request of the Canadian Collateral Agent at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(fspecified in subsection 9(a) of the Credit Agreement communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) The Collateral Agent may at any time after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the Credit Agreement notify, or require any Grantor to so notify within a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of the Collateral Agent therein. In addition, after the occurrence and during the continuance of an Event of Default under Section 8.1(a) or 8.1(f) of the ABL Credit Agreement, the Collateral Agent may upon written notice each Grantor shall notify obligors on such Grantor’s Accounts Receivable and parties to such Grantor’s Contracts (in each case, to the applicable Grantorextent constituting Collateral) that such Accounts Receivable and such Contracts have been assigned to the Canadian Collateral Agent, notifyfor the benefit of the Secured Parties, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all and that payments under the Receivable in respect thereof shall be made directly to the Canadian Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under the Receivables each of such Grantor’s Accounts Receivable to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither None of the Administrative Canadian Collateral Agent, the Collateral Canadian Agent nor or any other Secured Party shall have any obligation or liability under any Account Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Canadian Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Canadian Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Account Receivable (or any agreement giving rise thereto), ) to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which that may have been assigned to it or to which it may be entitled at any time or times.

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Agent in its own name or in the name of others may at any time after the occurrence and during the continuance continuation of an Event of Default under Section 8.1(a) or 8.1(f) Default, after giving reasonable prior written notice to the relevant Grantor of the Credit Agreement its intent to do so, communicate with obligors under the Receivables Accounts to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesAccounts. The Collateral Agent shall have the absolute right to share any information it gains from such inspection or verification with any Secured Party; provided, that the provisions of Section 13.16 of the Credit Agreement or any equivalent provision of any Additional First Lien Agreement shall apply to such information. (b) The Upon the prior written request of the Collateral Agent may at any time after the occurrence and during the continuance continuation of an Event of Default (it being understood that the exercise of remedies by the Secured Parties in connection with an Event of Default under Section 8.1(a) or 8.1(f) 11.5 of the Credit Agreement notify, or require any Grantor equivalent provision of any Additional First Lien Agreement shall be deemed to so notify within constitute a reasonable period thereafter, the Account Debtor or counterparty on any Receivable of the security interest of request by the Collateral Agent therein. In additionfor the purposes of this sentence and in such circumstances, after no such written notice shall be required), each Grantor shall notify obligors on the occurrence and during Accounts that the continuance of an Event of Default under Section 8.1(a) or 8.1(f) Accounts have been assigned to the Collateral Agent, for the benefit of the Credit AgreementSecured Parties, and that payments in respect thereof shall be made directly to the Collateral Agent and that the Collateral Agent may upon written notice to the applicable enforce such Grantor, notify, or require any Grantor to notify within a reasonable period thereafter, the Account Debtor or counterparty to make all payments under the Receivable directly to the Collateral Agent’s rights against such obligors. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables Accounts to observe and perform all the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Administrative Agent, the Collateral Agent nor any other Secured Party shall have any obligation or liability under any Receivable Account (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Administrative Agent, the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall the Administrative Agent, the Collateral Agent or any other Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable Account (or any agreement giving rise thereto), to make any payment, to make any inquiry as to the nature or the sufficiency of any payment received by it or as to the sufficiency of any performance by any party thereunder, to present or file any claim, to take any action to enforce any performance or to collect the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times.