Common use of Compromises and Collection of Collateral Clause in Contracts

Compromises and Collection of Collateral. Each Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if a Payment Event of Default or Acceleration Event has occurred and is continuing, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such any Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuingcontinuing and upon three Business Days’ notice to the relevant Grantor, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole and reasonable discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts reasonably in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such any Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuingcontinuing and upon five Business Days’ written notice to the relevant Grantor, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole and reasonable discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts reasonably in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each Grantor Debtor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such a Receivable. In view of the foregoing, each Grantor Debtor agrees that the Administrative Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuing, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each Grantor The Grantors and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such a Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may may, subject to the terms of the ABL-Term Loan Intercreditor Agreement, at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuing, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole discretion Permitted Discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each The Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Retained Receivables, that certain of the Retained Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Retained Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such a Retained Receivable. In view of the foregoing, each the Grantor agrees that the Administrative Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuing, compromise with the obligor on any Retained Receivable, accept in full payment of any Retained Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any Retained Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.. 8.4

Compromises and Collection of Collateral. Each Grantor Debtor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such Receivable. In view of the foregoing, each Grantor Debtor agrees that the Administrative Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuing, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such a Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if a Payment Event of Default or Acceleration Event has occurred and is continuing, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole reasonable discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each The Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Retained Receivables, that certain of the Retained Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Retained Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such a Retained Receivable. In view of the foregoing, each the Grantor agrees that the Administrative Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuing, compromise with the obligor on any Retained Receivable, accept in full payment of any Retained Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any Retained Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such any Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has existshas occurred and is continuingcontinuing and upon prior written notice to the relevant Grantor, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any Receivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.

Compromises and Collection of Collateral. Each Grantor and the Administrative Collateral Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Receivables, that certain of the Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Receivable may exceed the amount that reasonably may be expected to be recovered with respect to such any Receivable. In view of the foregoing, each Grantor agrees that the Administrative Collateral Agent may at any time and from time to time, if a Payment an Event of Default or Acceleration Event has occurred and is continuingcontinuing and upon three Business Days’ notice to the relevant Grantor, compromise with the obligor on any Receivable, accept in full payment of any Receivable such amount as the Administrative Collateral Agent in its sole and reasonable discretion shall determine or abandon any Receivable, and any such action by the Administrative Collateral Agent shall be commercially reasonable so long as the Administrative Collateral Agent acts reasonably in good faith based on information known to it at the time it takes any such action.