Direction to Account Debtors; Contracting Parties; etc. Subject to the Subordination Agreement, upon the occurrence and during the continuance of an Event of Default, and if the Lender so directs the Debtor, the Debtor agrees (a) to cause all payments on account of the Receivables and Contracts to be made directly to the Cash Collateral Account, (b) that the Lender may, at their option, directly notify the obligors with respect to any Receivables and/or under any Contracts to make payments with respect thereto as provided in preceding clause (a) and (c) that the Lender may enforce collection of any such Receivables and Contracts and may adjust, settle or compromise the amount of payment thereof, in the same manner and to the same extent as such Debtor. Without notice to or assent by the Debtor, subject to the Subordination Agreement, the Lender may apply any or all amounts then in, or thereafter deposited in, the Cash Collateral Account which application shall be effected in the manner provided in Section 7.4 of this Agreement. The reasonable costs and expenses (including reasonable attorneys' fees) of collection, whether incurred by the Debtor or the Lender, shall be borne by the Debtor. The Lender shall deliver a copy of each notice referred to in the preceding clause (b) to the Debtor; provided, that the failure by the Lender to so notify the Debtor shall not affect the effectiveness of such notice or the other rights of the Lender created by this Section 3.3.
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Direction to Account Debtors; Contracting Parties; etc. Subject to the Subordination Agreement, upon the occurrence and during During the continuance of an any Event of Default, and if the Lender Collateral Agent so directs the Debtorany Grantor, the Debtor such Grantor agrees (a) if such Grantor has been required to Cash Collateralize any of its Obligations pursuant to the Credit Agreement or any of the other Loan Documents or to create any other account thereunder, to cause all payments on account of the Receivables and Contracts to be made directly to the Cash Collateral Accountsuch account, (b) that the Lender Collateral Agent may, at their its option, directly notify the obligors with respect to any Receivables and/or under any Contracts to make payments with respect thereto as provided in the preceding clause CLAUSE (a) ), and (c) that the Lender Collateral Agent may enforce collection of any such Receivables and Contracts and may adjust, settle or compromise the amount of payment thereof, in the same manner and to the same extent as such DebtorGrantor. Without notice to or assent by the Debtor, subject to the Subordination Agreementany Grantor, the Lender Collateral Agent may apply any or all amounts then in, or thereafter deposited in, the Cash Collateral Account such account which application shall be effected in the manner provided in Section 7.4 SECTION 8.4 of this Agreement. The reasonable costs and expenses (including reasonable attorneys' fees) of collection, whether incurred by the Debtor any Grantor or the LenderCollateral Agent, shall be borne by the Debtor. The Lender shall deliver a copy of each notice referred to in the preceding clause (b) to the Debtor; provided, that the failure by the Lender to so notify the Debtor shall not affect the effectiveness of such notice or the other rights of the Lender created by this Section 3.3Grantor.
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Direction to Account Debtors; Contracting Parties; etc. Subject to If the Subordination Agreement, upon the occurrence and Administrative Agent so directs any Grantor during the continuance of an any Event of Default, and if the Lender so directs the Debtor, the Debtor such Grantor agrees (a) if such Grantor has been required to cash collateralize any of its Obligations pursuant to the terms of the Credit Agreement or any of the other Loan Documents or to create any other account thereunder, to cause all payments on account of the Receivables and Contracts to be made directly to the Cash Collateral Accountsuch account, (b) that the Lender Administrative Agent may, at their its option, directly notify the obligors with respect to any Receivables and/or under any Contracts to make payments with respect thereto as provided in the preceding clause (a) ), and (c) that the Lender Administrative Agent may enforce collection of any such Receivables and Contracts and may adjust, settle or compromise the amount of payment thereof, in the same manner and to the same extent as such DebtorGrantor. Without notice to or assent by the Debtor, subject to the Subordination Agreementany Grantor, the Lender Administrative Agent may apply any or all amounts then in, or thereafter deposited in, the Cash Collateral Account such account which application shall be effected in the manner provided in Section 7.4 8.4 of this Agreement. The reasonable costs and expenses (including reasonable attorneys' ’ fees) of incurred or sustained in connection with collection, whether incurred or sustained by the Debtor any Grantor or the LenderAdministrative Agent, shall be borne by the Debtor. The Lender shall deliver a copy of each notice referred to in the preceding clause (b) to the Debtor; provided, that the failure by the Lender to so notify the Debtor shall not affect the effectiveness of such notice or the other rights of the Lender created by this Section 3.3Grantor.
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Direction to Account Debtors; Contracting Parties; etc. Subject to the Subordination Agreement, upon Upon the occurrence and during the continuance of an Event of Default, and if the Lender Collateral Agent so directs the Debtorany Assignor, the Debtor such Assignor agrees (ax) to cause all payments on account of the Receivables Receivables, Chattel Paper, Instruments and Contracts to be made directly to a lockbox or blocked account subject to a tri-party agreement pursuant to Section 2.9 of the Cash Bank Credit Agreement or to such cash collateral account or other account as Collateral AccountAgent shall require, (by) that the Lender Collateral Agent may, at their its option, directly notify the obligors with respect to any Receivables and/or under any Contracts to make payments with respect thereto as provided in preceding clause (a) x), and (cz) that the Lender Collateral Agent may enforce collection of any such Receivables Receivables, Chattel Paper, Instruments and Contracts and may adjust, settle or compromise the amount of payment thereof, in the same manner and to the same extent as such DebtorAssignor. Without Upon the occurrence and during the continuance of an Event of Default, without notice to or assent by the Debtor, subject to the Subordination Agreementany Assignor, the Lender Collateral Agent may apply any or all amounts then in, or thereafter deposited in, the Cash Collateral Account which application shall be effected any such account in the manner provided in Section 7.4 of this Agreement9.4 hereof. The reasonable costs and expenses (including reasonable attorneys' ’ fees) of collection, whether incurred by the Debtor Assignor or the LenderCollateral Agent, shall be borne by the Debtor. The Lender shall deliver a copy of each notice referred to in the preceding clause (b) to the Debtor; provided, that the failure by the Lender to so notify the Debtor shall not affect the effectiveness of such notice or the other rights of the Lender created by this Section 3.3Assignor.
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