Covenants Regarding Accounts. The Grantor shall keep its chief place of business and chief executive office and the office where it keeps its records concerning the Accounts (including, without limitation, all chattel paper which evidence such Accounts), at its present location or at one or more offices of the Secured Party, or, upon thirty (30) days’ prior written notice to the Secured Party, at other locations in a jurisdiction where all actions required by Section 4 hereof shall have been taken. The Grantor will preserve such records and chattel paper and will permit representatives of the Secured Party at anytime during normal business hours to inspect, verify and make copies from such records and chattel paper.
Covenants Regarding Accounts. In the ordinary course of its business, the Borrowers and WESCO Receivables process their Accounts in a manner such that (i) each payment received by each Borrower or WESCO Receivables in respect of an Account is allocated to a specifically identified invoice, which invoice corresponds to a particular Account owing to such Borrower or WESCO Receivables, and (ii) in the event that, at any time, less than 100% of the Accounts of the U.S. Borrowers are sold to WESCO Receivables under the Receivables Securitization Agreements, payments received in respect of those Accounts that are sold to WESCO Receivables under the Receivables Securitization Agreements would be identifiable and separate from payments received in respect of Accounts that are not sold to WESCO Receivables under the Receivables Securitization Agreements. No Canadian Loan Party shall enter into any Receivables Securitization or any other similar financing or transaction at any time.
Covenants Regarding Accounts. No Obligor will (a) amend, modify, terminate or waive any provision of any contract, license or agreement giving rise to an Account of such Obligor in any manner which could reasonably be expected to materially adversely affect the value of such contract, license or Account as Collateral, (b) fail to exercise promptly and diligently each and every material right which it may have under each material contract, license or agreement giving rise to an Account of such Obligor (other than any right of termination), except in a manner consistent with the ordinary and customary conduct of its business or (c) fail to deliver to the Agent upon its reasonable request a copy of each material demand, notice or document received by it relating in any way to any material contract, license or agreement giving rise to an Account of such Obligor. Other than in the ordinary course of business as generally conducted by such Obligor over a period of time, no Obligor will grant any extension of the time of payment of any of the Accounts, compromise, compound or settle the same for less than the full amount thereof, release, wholly or partially, any Person liable for the payment thereof, or allow any credit or discount whatsoever thereon.
Covenants Regarding Accounts. In the ordinary course of its business, each Credit Party processes its Accounts in a manner such that (i) each payment received by such Credit Party in respect of an Account is allocated to a specifically identified invoice, which invoice corresponds to a particular Account owing to such Credit Party and (ii) in the event that, at any time, less than 100% of the Accounts of such Credit Party are included in a Permitted Receivables Financing, payments received in respect of those Accounts included in a Permitted Receivables Financing would be identifiable and separable from payments received in respect of Accounts not so included in a Permitted Receivables Financing. WESCO DC LP shall not at any time enter into a Permitted Receivables Financing or any other similar financing or transaction.
Covenants Regarding Accounts. 59 SECTION 5.06. CONTINUING SECURITY INTEREST...........................................59 SECTION 5.07. ACTIONS BY AGENT.......................................................60 SECTION 5.08.
Covenants Regarding Accounts. (a) Each Grantor hereby covenants to Collateral Agent and the Lenders, with respect to such Grantor’s Accounts, that: (i) each existing Account represents, and each future Account will represent, a bona fide sale or lease and delivery of goods by such Grantor, or rendition of services by such Grantor, in the ordinary course of such Grantor’s business; (ii) each existing Account is, and each future Account will be, for a liquidated amount payable by the Account Debtor thereon on the terms set forth in the invoice therefor or in the schedule thereof delivered to Collateral Agent, without any offset, deduction, defense, or counterclaim except those known to such Grantor and disclosed to Collateral Agent and the Lenders pursuant to this Agreement or to the extent permitted under the Loan Agreement; (iii) no payment will be received with respect to any Account, and no credit, discount, or extension, or agreement therefor will be granted on any Account, except as reported to Collateral Agent and the Lenders in Borrowing Base Certificates delivered in accordance with the Loan Agreement or to the extent otherwise permitted under the Loan Agreement; and (iv) each copy of an invoice delivered to Collateral Agent by such Grantor will be a genuine copy of the original invoice sent to the Account Debtor named therein.
(b) No Grantor shall re-date any invoice or sale or make sales on extended dating beyond that customary in such Grantor’s business or modify any Account, except in accordance with the Loan Agreement.
(c) If any Grantor shall accept any note or other instrument (except a check or other instrument for the immediate payment of money) with respect to any Account, it shall be considered as evidence of the Account and not payment thereof and, to the extent required by the Pledge Agreement, such Grantor will promptly deliver such instrument to Collateral Agent, endorsed by such Grantor to Collateral Agent in a manner satisfactory in form and substance to Collateral Agent. Regardless of the form of presentment, demand, notice of protest with respect thereto, such Grantor shall remain liable thereon until such instrument is paid in full.
(d) The Collateral Agent may at all times when an Event of Default exists hereunder, settle or adjust disputes and claims directly with Account Debtors for amounts and upon terms which Collateral Agent or the Required Lenders, as applicable, shall consider advisable and, in all cases, Collateral Agent will credit such Grantor’s Lo...
Covenants Regarding Accounts. 50 SECTION 5.06. Covenants Regarding Lease Agreement................................................... 50 SECTION 5.07. Continuing Security Interest.................................................... 50 SECTION 5.08. Actions by Agent....................................................... 51 SECTION 5.09. Additional Collateral and Further Assurances........................................ 51 SECTION 5.10. Additional Information................................................. 52 SECTION 5.11. Compliance with Fair Labor Standards Act............................................... 52
Covenants Regarding Accounts. 35 SECTION 5.06.
Covenants Regarding Accounts. In the ordinary course of its business, each Credit Party processes its Accounts in a manner such that (i) each payment received by such Credit Party in respect of an Account is allocated to a specifically identified invoice, which invoice corresponds to a particular Account owing to such Credit Party and (ii) in the event that, at any time, less than 100% of the Account of such Credit Party are included in a Permitted Receivables Financing, payments received in respect of those Accounts included in a Permitted Receivables Financing would be identifiable and separable from payments received in respect of Accounts not so included in a Permitted Receivables Financing. WESCO-Canada shall not at any time enter into a Permitted Receivables Financing or any other similar financing or transaction.
Covenants Regarding Accounts. (a) Subject to the terms of the Intercreditor Agreement, the Collateral Agent may at all times when an Event of Default exists hereunder, settle or adjust disputes and claims directly with Account Debtors for amounts and upon terms which Collateral Agent or the Required Secured Parties, as applicable, shall consider advisable and, in all cases, Collateral Agent will credit such Grantor’s Loan Account with the net amounts received by Collateral Agent in payment of any Accounts.
(b) In the event any Account Debtor returns Inventory to such Grantor when an Event of Default exists, such Grantor, upon the request of Collateral Agent, shall: (i) hold the returned Inventory in trust for Collateral Agent; (ii) segregate all returned Inventory from all of its other property; (iii) dispose of the returned Inventory solely according to Collateral Agent’s written instructions; and (iv) not issue any credits or allowances with respect thereto without Collateral Agent’s prior written consent. All returned Inventory shall be subject to Collateral Agent’s Liens thereon.
