Common use of Delivery and Control of Receivables Clause in Contracts

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million individually that are evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Agent (or its agent or designee) appropriately indorsed to the Security Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million individually which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $250,000 in the aggregate that are evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $250,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (cSection 4.3(c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 50,000 individually or $50,000 in the aggregate that are is evidenced by, or constituteconstitutes, Tangible Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Agent Secured Party (or its agent or designee) appropriately indorsed to the Security Agent Secured Party or indorsed in blank: (ia) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (iib) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 50,000 individually or $50,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Agent Secured Party control over such Receivables (within the meaning of Section 9-105 of the UCC): ) over such Receivables: (ia) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (iib) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent Secured Party in accordance with this subsection (ciii) shall be delivered or subjected to such control upon request of the Security AgentSecured Party.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days Business Days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentCollateral Agent during the continuance of an Event of Default.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million individually 100,000 in the aggregate from a single Person or its affiliates that are evidenced by, or constituteconstitutes, Tangible Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (ia) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (iib) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million individually 100,000 in the aggregate from a single Person or its affiliate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 9105 of the UCC): ) over such Receivables : (ia) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (iib) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (ciii) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days Business Days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 1,000,000 individually or $5,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon reasonable request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary reasonably requested by the Collateral Agent to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon the reasonable request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $500,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 1,000,000 individually or $2,000,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 1,000,000 individually or $2,000,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall shall, subject to all Requirements of Law, take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentCollateral Agent (acting upon a Direction of the Requisite Lenders).

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 25,000 individually or $100,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 25,000 individually or $100,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 250,000 individually or $500,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall shall, subject to all Requirements of Law, take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentCollateral Agent (acting upon a Direction of the Requisite Lenders).

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 10,000,000 individually that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by Instruments (other than (i) checks and (ii) instruments received from gaming customers in the Security Agentordinary course of business), each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 10,000,000 individually which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) 30 days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Collateral Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million individually 25,000 singly or $50,000 in the aggregate that are is evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Administrative Agent (or its agent or designee) appropriately indorsed to the Security Administrative Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein, provided that no Receivable evidenced by, or constituting, Chattel Paper or Instruments in the possession of the Prepetition Agent on the Effective Date (for so long as the Prepetition Agent has possession), in either case, shall be required to be delivered to the Administrative Agent pursuant to this clause. With respect to any Receivables in excess of $5 million individually 25,000 singly or $50,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Administrative Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten fifteen (1015) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security Agent.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate that are evidenced by, or constitute, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Agent Secured Party (or its agent or designee) appropriately indorsed to the Security Agent Secured Party or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 100,000 individually or $1,000,000 in the aggregate which would constitute “"electronic chattel paper” " under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Agent Secured Party control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Agent Secured Party in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentSecured Party.

Delivery and Control of Receivables. With respect to any Receivables in excess of $5 million 30,000 individually or $100,000 in the aggregate that are is evidenced by, or constituteconstitutes, Chattel Paper or Instruments, unless otherwise agreed to by the Security Agent, each Grantor shall cause each originally executed copy thereof to be delivered to the Security Collateral Agent (or its agent or designee) appropriately indorsed to the Security Collateral Agent or indorsed in blank: (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor acquiring rights therein. With respect to any Receivables in excess of $5 million 30,000 individually or $100,000 in the aggregate which would constitute “electronic chattel paper” under Article 9 of the UCC, unless otherwise agreed to by the Security Agent, each Grantor shall take all steps necessary to give the Security Collateral Agent control over such Receivables (within the meaning of Section 9-105 of the UCC): (i) with respect to any such Receivables in existence on the date hereof, on or prior to the date hereof and (ii) with respect to any such Receivables hereafter arising, within ten (10) days of such Grantor’s Grantor acquiring rights therein. Any Receivable not otherwise required to be delivered or subjected to the control of the Security Collateral Agent in accordance with this subsection (c) shall be delivered or subjected to such control upon request of the Security AgentCollateral Agent during the continuance of an Event of Default.