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 and after providing notice to the Borrower, 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) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 Administrative 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 and after providing notice to the BorrowerDefault, communicate with obligors under the Receivables Accounts and parties to the Contracts to verify with them to the Collateral Administrative Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesAccounts or Contracts. The Administrative 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 9.16 of the Credit Agreement shall apply to such information. (b) Upon the reasonable written request of the Collateral Agent Administrative Agent, at any time after the occurrence and during the continuance of any Event of Default, the Administrative Agent may at any time notify, or require any Grantor to so notify, the Account Debtor or counterparty on any Account or Contract of the security interest of the Administrative Agent therein. In addition, after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables that the Receivables have been assigned Administrative Agent may upon written notice to the Collateral Agent for applicable Grantor, notify, or require any Grantor to notify, the ratable benefit of Account Debtor or counterparty to make all payments under the Secured Parties and that payments in respect thereof shall be made Accounts and/or Contracts directly to the Collateral Administrative Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) Accounts 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 Collateral Administrative 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 Collateral Administrative Agent or any other Secured Party of any payment relating thereto, nor shall the Collateral Administrative 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.

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 and after providing notice to specified in subsection 9(a) of the BorrowerCredit Agreement, communicate with obligors under the Receivables 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 reasonable satisfaction the existence, amount and terms of any ReceivablesAccounts 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 DefaultDefault specified in subsection 9(a) of the Credit Agreement, each Grantor shall notify obligors on such Grantor’s Accounts Receivable and parties to such Grantor’s Contracts (in each case, to the Receivables extent constituting Collateral) that the Receivables such Accounts Receivable and such Contracts have been assigned to the Canadian Collateral Agent Agent, for the ratable rateable benefit of the Secured Parties Parties, and that payments 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 each of the Receivables (or any agreements giving rise thereto) 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 Canadian Collateral Agent, the 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 Canadian Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 Administrative 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 and after providing upon written notice to the Borrower, communicate with obligors under the Receivables and parties to the Contracts to verify with them to the Collateral Administrative Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesReceivables or Contracts. (b) Upon the request of the Collateral Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables and parties to the Contracts that the Receivables and the Contracts have been assigned for security to the Collateral Administrative Agent for the ratable benefit of the Secured Parties Lenders and that payments 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 (or any agreements giving rise thereto) 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 Collateral Administrative 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 Collateral Administrative Agent or any other Secured Party Lender of any payment relating theretothereto (other than to account for the money received by it from any Grantor pursuant to the terms hereof), nor shall the Collateral Administrative 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 Collateral Administrative 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 and after providing notice to the Borrower, communicate with obligors under the Receivables to verify with them to the Collateral Administrative Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) Upon the request of the Collateral The Administrative Agent may at any time after the occurrence and during the continuance of an Event of DefaultDefault notify, each or require any Grantor to so notify (whereupon such Grantor shall notify so notify) the obligors on the Receivables that of the security interest of the Administrative Agent therein. In addition, after the occurrence and during the continuance of an Event of Default, the Administrative Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify (whereupon such Grantor shall so notify) the obligors on the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that make all payments in respect thereof shall be made under such Receivables directly to the Collateral Administrative Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 Collateral Administrative 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 Collateral Administrative Agent or any other Secured Party of any payment relating thereto, nor shall the Collateral Administrative 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. From and after the date of the Discharge of Priority Lien Obligations with respect to Liquid Collateral: (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 and after providing notice to the Borrower, 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) Upon the request of the Collateral Agent at At any time after the occurrence and during the continuance of an Event of Default, the Collateral Agent may (and each Grantor shall at the request of the Collateral Agent shall) notify obligors on the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the such Grantor’s Receivables (or any agreements giving rise thereto) 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 Collateral Agent nor any other No 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 Administrative 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 and after providing notice to the Borrower, Default] communicate with obligors under the Receivables and parties to the Contracts to verify with them to the Collateral Administrative Agent’s reasonable 's satisfaction the existence, amount and terms of any ReceivablesReceivables or Contracts. (b) Upon the request of the Collateral Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables and parties to the Contracts that the Receivables and the Contracts have been assigned to the Collateral Administrative Agent for the ratable benefit of the Secured Parties Lenders and that payments 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 (or any agreements giving rise thereto) and Contracts to observe and perform all the conditions and obligations to ------------- Section 6.1 enables the Administrative Agent to police the Receivables prior to default. Related considerations are (a) whether lock-box and/or concentration accounts should be set up initially to facilitate transfer of the collection function to the Administrative Agent and (b) whether certain account debtors/contract parties should be notified of the assignment when the security agreement is executed and delivered. be observed and performed by it thereunder, all in accordance with the terms of any agreement giving rise thereto. Neither the Collateral Administrative 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 Collateral Administrative Agent or any other Secured Party Lender of any payment relating thereto, nor shall the Collateral Administrative 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 Collateral Administrative 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 and after providing notice to the Borrower, communicate with obligors under the Receivables to verify with them to the Collateral Administrative Agent’s reasonable 's satisfaction the existence, amount and terms of any Receivables; provided, that prior to the occurrence of an Event of Default, the Administrative Agent shall not indicate to any obligors that the verification is being done by a secured party. (b) Upon the request of the Collateral Administrative Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables that the Receivables have been assigned to the Collateral Administrative Agent for the ratable benefit of the Secured Parties Lenders and that payments 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 (or any agreements giving rise thereto) 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 Collateral Administrative Agent nor any other Secured Party Lender 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 Collateral Administrative Agent or any other Secured Party Lender of any payment relating thereto, nor shall the Collateral Administrative 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), ) 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 may at any time after the occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable 's satisfaction the existence, amount and terms of any Receivables. (ba) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (cb) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 may at any time after the occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, communicate with obligors under the Receivables Credit Card Accounts Receivable to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesCredit Card Accounts Receivable. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables Credit Card Accounts Receivable that the Receivables Credit Card Accounts Receivable have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties Lenders and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) Credit Card 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 Collateral Agent nor any other Secured Party Lender shall have any obligation or liability under any Credit Card Accounts Receivable (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Collateral Agent or any other Secured Party Lender of any payment relating thereto, nor shall 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 Credit Card 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 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 of an Event of Default and after providing notice to the Borrower, communicate with obligors under the Receivables 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. (b) Upon the request of the Collateral Agent at At any time after the occurrence and during the continuance of an Event of Default, the Collateral Agent may (and each Grantor shall at the request of the Collateral Agent shall) notify obligors on the Receivables and parties to the Contracts that the Receivables and the Contracts have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the such Grantor’s Receivables (or any agreements giving rise thereto) and Contracts to observe and perform in all material respects the conditions and obligations to be observed and performed by it thereunder, all in accordance with the terms of any written agreement giving rise thereto. Neither 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 may at any time after the occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, 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) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall promptly notify obligors on the Receivables in writing that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements agreement giving rise thereto) 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 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 Administrative Agent may in its own name connection with any field examination required or in the name of others may at any time after the occurrence and during the continuance of an Event of Default and after providing notice permitted to the Borrower, communicate with obligors be conducted under the Receivables to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. Credit Agreement (b) Upon the request of the Collateral Agent or at any time after the occurrence and during the continuance of an Event of Default), each in the Administrative Agent’s own name, in the name of a nominee of the Administrative Agent, or in the name of any Grantor, communicate (by mail, telephone, facsimile or otherwise) with the Account Debtors of any such Grantor shall notify obligors on the Receivables that the Receivables have been assigned to verify with such Persons, to the Collateral Administrative Agent’s satisfaction, the existence, amount and terms of any Receivables. (b) After the occurrence and during the continuance of an Event of Default, the Administrative Agent for may at any time notify, or require any Grantor to so notify, the ratable benefit Account Debtor or counterparty on any Receivable of the Secured Parties security interest of the Administrative Agent therein. In addition, after the occurrence and that during the continuance of an Event of Default, the Administrative Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify, the Account Debtor or counterparty to make all payments in respect thereof shall be made under the Receivable directly to the Collateral Administrative Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 Collateral Agent nor any other No 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 If an Event of Default has occurred and is continuing, the Administrative 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 and after providing notice to the Borrower, communicate with obligors under the Receivables and parties to the Contracts to verify with them to the Collateral Administrative Agent’s reasonable satisfaction the existence, amount and terms of any ReceivablesReceivables or Contracts. (b) Upon the request of the Collateral The Administrative Agent may at any time notify, or require any Grantor to so notify, the Account Debtor or counterparty on any Receivable or Contract of the security interest of the Administrative Agent therein. In addition, after the occurrence and during the continuance of an Event of Default, each the Administrative Agent may upon written notice to the applicable Grantor, notify, or require any Grantor shall notify obligors on to notify, the Account Debtor or counterparty to make all payments under the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made and/or Contracts directly to the Collateral Administrative Agent.; (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 Administrative 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 and after providing notice to the Borrower, communicate with obligors under the Receivables to verify with them to the Collateral Administrative Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) Upon the request of the Collateral Agent at any time after After the occurrence and during the continuance of an Event of Default, each (i) the Administrative Agent may notify, or require any Grantor shall notify obligors to so notify, the Account Debtor or counterparty on any Receivable of the security interest of the Administrative Agent therein and (ii) the Administrative Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify, the Account Debtor or counterparty to make all payments under the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments 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 (or any agreements giving rise thereto) 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 Collateral Agent nor any other No 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 may at any time after the occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable 's satisfaction the existence, amount and terms of any Receivables. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties Lenders and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 Collateral Agent, either Agent nor any other Secured Party Lender 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 Collateral Agent, either Agent or any other Secured Party Lender of any payment relating thereto, nor shall the Collateral Agent, either 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), 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 may at any time after the occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, communicate with obligors under the Receivables 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; provided that such Receivables or Contracts constitute Collateral. (b) Upon the request of the The Collateral Agent may at any time after the occurrence and during the continuance of an Event of DefaultDefault notify, each or require any Grantor shall notify obligors to so notify, the Account Debtor or counterparty on any Receivable or Contract that constitutes Collateral of the Receivables that the Receivables have been assigned to security interest of the Collateral Agent for therein. In addition, after the ratable benefit occurrence and during the continuance of an Event of Default, the Secured Parties and that Collateral Agent may upon written notice to the applicable Grantor, notify, or require any Grantor to notify, the Account Debtor or counterparty to make all payments in respect thereof shall be made under such 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 (or any agreements giving rise thereto) and Contracts that constitutes Collateral 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 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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 may at any time after the occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, communicate with obligors under the Receivables 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. (b) Upon the request of the Collateral Agent at At any time after the occurrence and during the continuance of an Event of Default, the Agent may (and each Grantor shall at the request of the Agent shall) notify obligors on the Receivables and parties to the Contracts that the Receivables and the Contracts have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the such Grantor’s Receivables (or any agreements giving rise thereto) and Contracts to observe and perform in all material respects 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 Collateral Agent nor no any other 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 Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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.time

Communications with Obligors; Grantors Remain Liable. (a) The Collateral Agent may 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 and after providing notice to the BorrowerDefault, communicate with obligors under the Receivables 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. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall promptly notify obligors on the Receivables and parties to the Contracts that the Receivables and the Contracts have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 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 any other Credit Document) or the receipt by the Collateral Agent or any other Secured Party of any payment relating thereto, nor shall 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. From and after the occurrence and during the continuation of an Event of Default and following the notice thereof by the Collateral Agent, the Collateral Agent shall have the exclusive authority to enforce all Contracts included within the Collateral and no Grantor shall take any action under any Contract, including amending, waiving, extending, terminating or cancelling any such Contract, or taking any action in furtherance thereof, without the prior written consent of the Collateral Agent in each instance.

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 has occurred and after providing notice to the Borrower, is continuing communicate with obligors under the Receivables that are included in the Collateral to verify with them to the Collateral Agent’s reasonable satisfaction the existence, amount and terms of any Receivables. (b) Upon the request of the Collateral Controlling Agent at any time after the occurrence and during the continuance of an Event of DefaultDefault has occurred and is continuing, each Grantor shall notify obligors on the Receivables that are included in the Collateral that such Receivables have been assigned to the Collateral Controlling Agent for the ratable benefit of the Joint Secured Parties and that payments in respect thereof shall be made directly to the Collateral Controlling Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables that are included in the Collateral (or any agreements agreement giving rise thereto) to observe and perform in its commercial judgment 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 Collateral Controlling Agent nor any other Joint Secured Party shall have any obligation or liability under any Receivable that is included in the Collateral (or any agreement giving rise thereto) by reason of or arising out of this Agreement or the receipt by the Collateral Controlling Agent or any other Joint Secured Party of any payment relating thereto, nor shall the Collateral Controlling Agent or any other Joint Secured Party be obligated in any manner to perform any of the obligations of any Grantor under or pursuant to any Receivable that is included in the Collateral (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 may at any time after the occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, 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) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Notes Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements agreement giving rise thereto) 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 Collateral Agent nor any other Notes 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 Collateral Agent or any other Notes Secured Party of any payment relating thereto, nor shall the Collateral Agent or any other Notes 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 may at any time after the 053113\0942\02497\9764JKRJ.GUA occurrence and during the continuance of an Event of Default and after providing notice to the Borrower, communicate with obligors under the Receivables to verify with them to the Collateral Agent’s reasonable 's satisfaction the existence, amount and terms of any Receivables. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of an Event of Default, each Grantor shall notify obligors on the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties Lenders and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 Collateral Agent nor any other Secured Party Lender 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 Collateral Agent or any other Secured Party Lender of any payment relating thereto, nor shall 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), 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 after the occurrence and during the continuance of an Event of Default and after providing prior notice to the Borrower, Grantors 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) Upon the request of the Collateral Agent at any time after After the occurrence and during the continuance of an Event of DefaultDefault and at the direction of the Administrative Agent, the Collateral Agent, in its own name or in the name of others, may, and upon the request of the Collateral Agent each Grantor shall shall, notify obligors on the Receivables that the Receivables have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 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 Collateral Agent or nor any other Secured Party of any payment relating thereto, nor shall 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 may may, at any time after the occurrence and during the continuance of that an Event of Default shall have occurred and after providing notice to be continuing under the BorrowerCredit Agreement, communicate with obligors under the Receivables 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. (b) Upon the request of the Collateral Agent at any time after the occurrence and during the continuance of that an Event of DefaultDefault shall have occurred and be continuing under the Credit Agreement, each Grantor shall notify obligors on the Receivables and parties to the Contracts that the Receivables and the Contracts have been assigned to the Collateral Agent for the ratable benefit of the Secured Parties Creditors and that payments in respect thereof shall be made directly to the Collateral Agent. (c) Anything herein to the contrary notwithstanding, each Grantor shall remain liable under each of the Receivables (or any agreements giving rise thereto) 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 Collateral Agent nor any other Secured Party Creditor 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 Collateral Agent or any other Secured Party Creditor of any payment relating thereto, nor shall the Collateral Agent or any other Secured Party Creditor 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.