Common use of Duties of the Collection Agent Clause in Contracts

Duties of the Collection Agent. (a) The Collection Agent shall take or cause to be taken all such actions as may be necessary or advisable to collect each Receivable from time to time, all in accordance with applicable laws, rules and regulations, with reasonable care and diligence, and in accordance with the Credit and Collection Policy of each respective Originator. (b) The Collection Agent will instruct all Obligors to pay all Collections directly to a Lock-Box or Lock-Box Account. The Collection Agent shall effect a Lock-Box Agreement in form reasonably acceptable to the Administrative Agent with respect to each Lock-Box and Lock-Box Account. In the case of any remittances received in any Lock-Box or Lock-Box Account that shall have been identified, to the satisfaction of the Collection Agent, to not constitute Collections or other proceeds of the Collateral, the Collection Agent shall promptly remit such items to the Person identified to it as being the owner of such remittances. (c) The Collection Agent shall administer the Collections in accordance with the procedures described herein and in Article II. The Collection Agent shall set aside and hold in trust for the account of Seller and the Purchasers their respective shares of the Collections (or such funds or other assets arising therefrom) in accordance with Article II. The Collection Agent shall segregate, in a manner acceptable to the Administrative Agent and the Purchasers, all cash, checks and other instruments received by it from time to time constituting Collections from the general funds of the Collection Agent or Seller prior to the remittance thereof in accordance with Article II. The Collection Agent shall segregate and deposit with a bank designated by the Administrative Agent all Collections of Receivables on the Business Day received by the Collection Agent, duly endorsed or with duly executed instruments of transfer. (d) The Collection Agent may, in accordance with the Credit and Collection Policy, extend the maturity of any Receivable or adjust the Outstanding Balance of any Receivable as the Collection Agent determines to be appropriate to maximize Collections thereof; provided, however, that such extension or adjustment shall not alter the status of such Receivable as a Delinquent Receivable, Defaulted Receivable or Charged-Off Receivable or limit the rights of the Administrative Agent or the Purchasers under this Agreement. Notwithstanding anything to the contrary contained herein, following the occurrence and during continuation of an Amortization Event, the Administrative Agent shall have the absolute and unlimited right to direct the Collection Agent to commence or settle any legal action with respect to any Receivable or to foreclose upon or repossess any Related Security. (e) The Collection Agent shall hold in trust for Seller and the Purchasers all Records that (i) evidence or relate to the Receivables, the related Contracts and Related Security or (ii) are otherwise necessary or desirable to collect the Receivables and shall, as soon as practicable upon demand of the Administrative Agent, deliver or make available to the Administrative Agent all such Records, at a place selected by the Administrative Agent. The Collection Agent shall, as soon as practicable following receipt thereof turn over to Seller any cash collections or other cash proceeds payable to Seller not constituting Collections on Receivables. The Collection Agent shall, from time to time at the request of any Purchaser, furnish to the Purchasers (promptly after any such request) a calculation of the amounts set aside for the Purchasers pursuant to Article II. (f) Any payment by an Obligor in respect of any indebtedness owed by it to an Originator or Seller shall, except as otherwise specified by such Obligor or otherwise required by Contract or law and unless otherwise instructed by the Administrative Agent, be applied as a Collection of any Receivable of such Obligor (starting with the oldest such Receivable) to the extent of any amounts then due and payable thereunder before being applied to any other receivable or other obligation of such Obligor.

Duties of the Collection Agent. (a) The Collection Agent shall take or cause to be taken all such actions action as may be necessary or advisable appropriate to collect service and administer the collection of each Pool Receivable from time to time, all in accordance with applicable laws, rules this Agreement and regulationsall Applicable Law, with commercially reasonable care and diligence, and in accordance with the applicable Credit and Collection Policy of each respective Originator. (b) The Collection Agent will instruct in a manner consistent in all Obligors to pay all Collections directly to a Lock-Box or Lock-Box Account. The Collection Agent shall effect a Lock-Box Agreement in form reasonably acceptable to material respects with the Administrative Agent with respect to each Lock-Box and Lock-Box Account. In the case of any remittances received in any Lock-Box or Lock-Box Account that shall have been identified, to the satisfaction past practices of the Collection Agent, to not constitute Collections or other proceeds of Originators (after taking into consideration the Collateral, transactions contemplated by the Collection Agent shall promptly remit such items to the Person identified to it as being the owner of such remittances. (c) The Collection Agent shall administer the Collections in accordance with the procedures described herein and in Article IITransaction Documents). The Collection Agent shall set aside and hold in trust aside, for the account accounts of Seller and each Class, the Purchasers their respective shares amount of the Collections (or to which each such funds or other assets arising therefrom) Class is entitled in accordance with Article IIIII hereof. The Collection Agent So long as no Termination Event shall segregatehave occurred and be continuing, in a manner acceptable to the Administrative Agent and the Purchasers, all cash, checks and other instruments received by it from time to time constituting Collections from the general funds of the Collection Agent or Seller prior to the remittance thereof in accordance with Article II. The Collection Agent shall segregate and deposit with a bank designated by the Administrative Agent all Collections of Receivables on the Business Day received by the Collection Agent, duly endorsed or with duly executed instruments of transfer. (d) The Collection Agent may, in accordance with the applicable Credit and Collection Policy, extend the maturity of any Receivable Receivables, but not more than sixty (60) days beyond the original maturity date, and otherwise extend the maturity or adjust the Outstanding Balance and take such other actions (including modifications, waivers or restructurings of any Receivable Pool Receivables and related Contracts) as the Collection Agent determines may determine to be appropriate to maximize Collections thereof; providedprovided , howeverhowever , that such extension or adjustment shall not alter the status of such Receivable as a Delinquent Receivable, Defaulted Receivable or Charged-Off a Defaulted Receivable; provided , further , that with respect to an aggregate Outstanding Balance of Pool Receivables that does not at any time exceed $5,000,000, the Collection Agent may extend the maturity more than sixty (60) days beyond the original maturity date (which extension shall not alter the status of such Receivable as a Delinquent Receivable or limit a Defaulted Receivable). If a Termination Event has occurred and is continuing, the rights Collection Agent may modify, waive or restructure a Pool Receivable (or reflect any related adjustments) only upon the prior written consent of the Administrative Agent Agent. The Transferor shall deliver, or the Purchasers under this Agreement. Notwithstanding anything cause to the contrary contained hereinbe delivered, following the occurrence and during continuation of an Amortization Event, the Administrative Agent shall have the absolute and unlimited right to direct the Collection Agent to commence or settle any legal action with respect to any Receivable or to foreclose upon or repossess any Related Security. (e) The Collection Agent shall hold in trust for Seller and the Purchasers all Records that (i) evidence or relate to the ReceivablesPool Receivables or the Collateral to, or at the related Contracts and Related Security or (ii) are otherwise necessary or desirable to collect the Receivables and shalldirection of, as soon as practicable upon demand of the Administrative Agent, deliver or make available to the Administrative Agent all such Records, at a place selected by the Administrative Agent. The Collection Agent shall, as soon as practicable following receipt thereof turn over to Seller any cash collections or other cash proceeds payable to Seller not constituting Collections on Receivables. The Collection Agent shall, from time to time at the request of any Purchaser, furnish to the Purchasers (promptly after any such request) a calculation of the amounts set aside for the Purchasers pursuant to Article II. (f) Any payment by an Obligor in respect of any indebtedness owed by it to an Originator or Seller shall, except as otherwise specified by such Obligor or otherwise required by Contract or law and unless otherwise instructed by the Administrative Agent, be applied as a Collection of any Receivable of such Obligor (starting with the oldest such Receivable) to the extent of any amounts then due and payable thereunder before being applied to any other receivable or other obligation of such Obligor.which 98 70 Redline 67

Duties of the Collection Agent. (a) The Collection Agent shall take or cause to be taken all such actions as may be necessary or advisable to collect each Transferred Receivable from time to time, all in accordance with applicable laws, rules and regulationsRequirements of Law, with reasonable care and diligence, and in accordance with the Credit and Collection Policy Policy. The Purchaser hereby appoints the Collection Agent, from time to time designated pursuant to Section 6.01, as agent to enforce its ownership and other rights in the Transferred Receivables, the Related Security and the Collections with respect thereto. In performing its duties as Collection Agent, the Collection Agent shall exercise the same care and apply the same policies as it would exercise and apply if it owned the Transferred Receivables and shall act in the best interests of each respective Originatorthe Purchaser and its assignees. (b) The Collection Agent will instruct all Obligors to pay all Collections directly to a Lock-Box or Lock-Box Account. The Collection Agent shall effect a Lock-Box Agreement in form reasonably acceptable Prior to the Administrative Agent with respect to tenth Business Day of each Lock-Box and Lock-Box Account. In the case of any remittances received in any Lock-Box or Lock-Box Account that shall have been identified, to the satisfaction of the Collection Agent, to not constitute Collections or other proceeds of the Collateralmonth, the Collection Agent shall promptly remit such items prepare and forward to the Person identified Purchaser (i) a Seller Report relating to it all then outstanding Transferred Receivables and the Related Security and Collections with respect thereto, in each case, as being of the owner close of business on the last day of the immediately preceding month and (ii) a listing by Obligor of all Transferred Receivables correlating Transferred Receivables and Purchases, together with an aging report of such remittancesTransferred Receivables. (c) The Collection Agent If no Event of Termination or Incipient Event of Termination shall administer have occurred and be continuing, the Collections in accordance with the procedures described herein and in Article II. The Collection Agent shall set aside and hold in trust for the account of Seller and the Purchasers their respective shares of the Collections (or such funds or other assets arising therefrom) in accordance with Article II. The Collection Agent shall segregateSeller, in a manner acceptable to the Administrative Agent and the Purchasers, all cash, checks and other instruments received by while it from time to time constituting Collections from the general funds of the Collection Agent or Seller prior to the remittance thereof in accordance with Article II. The Collection Agent shall segregate and deposit with a bank designated by the Administrative Agent all Collections of Receivables on the Business Day received by is the Collection Agent, duly endorsed or with duly executed instruments of transfer. (d) The Collection Agent may, in accordance with the Credit and Collection Policy, extend the maturity of any Receivable or adjust the Outstanding Balance of any Transferred Receivable as the Collection Agent determines to be Seller deems appropriate to maximize Collections thereof; provided, however, that such extension or adjustment shall not alter the status of such Receivable as a Delinquent Receivable, Defaulted Receivable or Charged-Off Receivable or limit the rights of the Administrative Agent or the Purchasers under this Agreement. Notwithstanding anything to the contrary contained herein, following the occurrence and during continuation of an Amortization Event, the Administrative Agent shall have the absolute and unlimited right to direct the Collection Agent to commence or settle any legal action with respect to any Receivable or to foreclose upon or repossess any Related Security. (ed) The Seller shall deliver to the Collection Agent, and the Collection Agent shall hold in trust for the Seller and the Purchasers Purchaser in accordance with their respective interests, all Records that documents, instruments and records (iincluding, without limitation, computer tapes or disks) which evidence or relate to the Receivables, the related Contracts Transferred Receivables other than those required to be transferred to and Related Security or (ii) are otherwise necessary or desirable to collect the Receivables and shall, as soon as practicable upon demand of the Administrative Agent, deliver or make available held by another party pursuant to the Administrative Agent all such Records, at a place selected by the Administrative Agent. Financing Agreement. (e) The Collection Agent shall, as soon as practicable following receipt thereof turn over receipt, return to the Seller any cash collections or other cash proceeds payable received with respect to Seller Receivables not constituting Collections on Transferred Receivables. The , less, in the event the Seller is not the Collection Agent, all reasonable and appropriate out-of-pocket costs and expenses of the Collection Agent shallof servicing, from time to time at collecting and administering the request of any Purchaser, furnish Receivables to the Purchasers (promptly after any such request) a calculation of extent not covered by the amounts set aside for the Purchasers pursuant to Article IICollection Agent Fee received by it. (f) Any payment by an Obligor The Collection Agent also shall perform the other obligations of the Collection Agent set forth in this Agreement with respect of any indebtedness owed by it to an Originator or Seller the Transferred Receivables. (g) In addition to its other duties specified herein, the Collection Agent shall, except as otherwise specified by such Obligor or otherwise required by Contract or law and unless otherwise instructed until its duties hereunder are terminated by the Administrative AgentPurchaser, be applied contract for the performance of all monitoring services required under each Contract as a Collection of any Receivable of if such Obligor (starting with Contract had not been sold by the oldest such Receivable) to the extent of any amounts then due and payable thereunder before being applied to any other receivable or other obligation of such ObligorPurchaser hereunder.

Duties of the Collection Agent. (a) The Collection Agent shall take or cause to be taken all such actions action as may be necessary or advisable appropriate to collect service and administer the collection of each Pool Receivable from time to time, all in accordance with applicable laws, rules this Agreement and regulationsall Applicable Law, with commercially reasonable care and diligence, and in accordance with the applicable Credit and Collection Policy of each respective Originator. (b) The Collection Agent will instruct in a manner consistent in all Obligors to pay all Collections directly to a Lock-Box or Lock-Box Account. The Collection Agent shall effect a Lock-Box Agreement in form reasonably acceptable to material respects with the Administrative Agent with respect to each Lock-Box and Lock-Box Account. In the case of any remittances received in any Lock-Box or Lock-Box Account that shall have been identified, to the satisfaction past practices of the Collection Agent, to not constitute Collections or other proceeds of Originators (after taking into consideration the Collateral, transactions contemplated by the Collection Agent shall promptly remit such items to the Person identified to it as being the owner of such remittances. (c) The Collection Agent shall administer the Collections in accordance with the procedures described herein and in Article IITransaction Documents). The Collection Agent shall set aside and hold in trust aside, for the account accounts of Seller and each Class, the Purchasers their respective shares amount of the Collections (or to which each such funds or other assets arising therefrom) Class is entitled in accordance with Article IIIII hereof. The Collection Agent So long as no Termination Event shall segregatehave occurred and be continuing, in a manner acceptable to the Administrative Agent and the Purchasers, all cash, checks and other instruments received by it from time to time constituting Collections from the general funds of the Collection Agent or Seller prior to the remittance thereof in accordance with Article II. The Collection Agent shall segregate and deposit with a bank designated by the Administrative Agent all Collections of Receivables on the Business Day received by the Collection Agent, duly endorsed or with duly executed instruments of transfer. (d) The Collection Agent may, in accordance with the applicable Credit and Collection Policy, extend the maturity of any Receivable Receivables, but not more than sixty (60) days beyond the original maturity date, and otherwise extend the maturity or adjust the Outstanding Balance and take such other actions (including modifications, waivers or restructurings of any Receivable Pool Receivables and related Contracts) as the Collection Agent determines may determine to be appropriate to maximize Collections thereof; provided, however, that such extension or adjustment shall not alter the status of such Receivable as a Delinquent Receivable, Defaulted Receivable or Charged-Off a Defaulted Receivable; provided, further, that with respect to an aggregate Outstanding Balance of Pool Receivables that does not at any time exceed $5,000,000, the Collection Agent may extend the maturity more than sixty (60) days beyond the original maturity date (which extension shall not alter the status of such Receivable as a Delinquent Receivable or limit a Defaulted Receivable). If a Termination Event has occurred and is continuing, the rights Collection Agent may modify, waive or restructure a Pool Receivable (or reflect any related adjustments) only upon the prior written consent of the Administrative Agent Agent. The Transferor shall deliver, or cause to be delivered, all Records that evidence or relate to the Pool Receivables or the Purchasers under this AgreementCollateral to, or at the direction of, the Administrative Agent, which Records and documents shall in turn be delivered to the Collection Agent to be held in trust for the Transferor and the Administrative Agent (for the benefit of the Secured Parties). Notwithstanding anything to the contrary contained herein, following the occurrence and during continuation of an Amortization Event, the Administrative Agent shall have the absolute and unlimited right to direct the Collection Agent to commence or settle any legal action with respect to enforce collection of any Pool Receivable that is a Defaulted Receivable or to foreclose upon or repossess any Related Security. (e) Security with respect to such Defaulted Receivable. The Collection Collateral Agent shall hold in trust for Seller and the Purchasers all Records that (i) evidence or relate to the Receivables, the related Contracts and Related Security or (ii) are otherwise necessary or desirable to collect the Receivables and shall, as soon as practicable upon demand of the Administrative Agent, deliver or not make available to the Administrative Agent all such Records, at a place selected by the Administrative Agent. The Collection Agent shall, as soon as practicable following receipt thereof turn over to Seller or any cash collections or other cash proceeds payable to Seller not constituting Collections on Receivables. The Collection Agent shall, from time to time at the request of any Purchaser, furnish to the Purchasers (promptly after any such request) a calculation of the amounts set aside for Credit Parties a party to any litigation without the Purchasers pursuant to Article II. (f) Any payment by an Obligor in respect of any indebtedness owed by it to an Originator or Seller shall, except as otherwise specified by such Obligor or otherwise required by Contract or law and unless otherwise instructed by the Administrative Agent, be applied as a Collection of any Receivable prior written consent of such Obligor (starting with the oldest such Receivable) to the extent of any amounts then due and payable thereunder before being applied to any other receivable or other obligation of such ObligorPerson.

Duties of the Collection Agent. (a) The Collection Agent shall take or cause to be taken all such actions as may be reasonably necessary or advisable to collect each Receivable from time to time, all in accordance with applicable laws, rules and regulations, with reasonable care and diligence, and in accordance with the Credit and Collection Policy Policy. Each of each respective Originator. (b) The Collection the Seller, the Owners and the Agent will instruct all Obligors to pay all Collections directly to a Lock-Box or Lock-Box Account. The Collection Agent shall effect a Lock-Box Agreement in form reasonably acceptable to the Administrative Agent with respect to each Lock-Box and Lock-Box Account. In the case of any remittances received in any Lock-Box or Lock-Box Account that shall have been identified, to the satisfaction of hereby appoints as its agent the Collection Agent, from time to not constitute Collections or other proceeds of time designated pursuant to Section 6.01, to enforce its respective rights and interests in and under the CollateralReceivables, the Collection Agent shall promptly remit such items to Related Security and the Person identified to it as being the owner of such remittances. (c) The Collection Agent shall administer the Collections in accordance with the procedures described herein and in Article IIContracts. The Collection Agent shall set aside and hold in trust for the account of the Seller and the Purchasers each Owner their respective allocable shares of the Collections (or such funds or other assets arising therefrom) of Receivables in accordance with Article II. The Collection Section 2.05 and Section 2.06 but shall not be required (unless the Ratings Requirement is no longer satisfied and the Agent shall segregate, in a manner acceptable have requested otherwise) to segregate the Administrative Agent and the Purchasers, all cash, checks and other instruments received by it from time to time funds constituting such portion of such Collections from the general funds of the Collection Agent or Seller prior to the remittance thereof in accordance with Article IIsaid Sections. The If the Ratings Requirement is no longer satisfied and the Agent so instructs, the Collection Agent shall segregate and deposit with a bank (which may be Citibank) designated by the Administrative Agent all such allocable share of Collections of Receivables Pool Receivables, set aside for each Owner, on the first Business Day received following receipt by the Collection Agent of such Collections and will, if so requested by the Agent, duly endorsed or with duly executed instruments of transfer. (d) The provide payment instructions to such bank as directed by the Agent. Provided that the Termination Date shall not have occurred, the Seller, while it is Collection Agent Agent, may, in accordance with the Credit and Collection Policy, (i) extend the maturity of any Receivable or adjust the Outstanding Balance of any Defaulted Receivable as the Collection Agent determines Seller may determine to be appropriate to maximize Collections thereof; providedthereof and/or (ii) adjust the Outstanding Balance of any Receivable to reflect the reductions or cancellations described in the first sentence of Section 2.07. The Seller shall deliver to the Collection Agent, howeverand the Collection Agent shall hold in trust for the Seller and each Owner in accordance with their respective interests, that such extension or adjustment shall not alter the status of such Receivable as a Delinquent Receivable, Defaulted Receivable or Charged-Off Receivable or limit the rights of the Administrative Agent or the Purchasers under this Agreementall Records. Notwithstanding anything to the contrary contained herein, following so long as the occurrence and during continuation of an Amortization Event, Ratings Requirement is not satisfied the Administrative Agent shall have the absolute and unlimited right to direct the Collection Agent (whether the Collection Agent is the Seller or any other Person) to commence or settle any legal action with respect to enforce collection of any Pool Receivable or to foreclose upon or repossess any Related Security. (eb) The Collection Agent shall hold in trust for Seller and the Purchasers all Records that (i) evidence or relate as soon as practicable following receipt turn over to the ReceivablesSeller the Collections of any Receivable which is not a Pool Receivable less, in the related Contracts event the Seller is not the Collection Agent, all reasonable and Related Security or (ii) are otherwise necessary or desirable to collect appropriate out-of-pocket costs and expenses of such Collection Agent of servicing, collecting and administering the Receivables and shallto the extent not covered by the Collection Agent Fee received by it. The Collection Agent, if other than the Seller, shall as soon as practicable upon demand deliver to the Seller all Records in its possession relating to Receivables of the Administrative AgentSeller other than Pool Receivables, deliver or make available and copies of Records in its possession relating to the Administrative Agent all such Records, at a place selected by the Administrative Agent. The Collection Agent shall, as soon as practicable following receipt thereof turn over to Seller any cash collections or other cash proceeds payable to Seller not constituting Collections on Pool Receivables. The Collection Agent shall, from time to time at Agent's authorization under this Agreement shall terminate after the request of any Purchaser, furnish to Termination Date on the Purchasers (promptly after any such request) a calculation of the amounts set aside for the Purchasers pursuant to Article IICollection Date. (fc) Any payment by an Obligor Notwithstanding anything to the contrary contained in respect of any indebtedness owed by it to an Originator or Seller shallthis Article VI, except as otherwise specified by such Obligor or otherwise required by Contract or law and unless otherwise instructed by the Administrative Collection Agent, be applied as a Collection of if the Agent or its designee, shall have no obligation to collect, enforce or take any other action described in this Article VI with respect to any Receivable that is not a Pool Receivable other than as described in the first two sentences of such Obligor (starting with the oldest such Receivable) to the extent of any amounts then due and payable thereunder before being applied to any other receivable or other obligation of such ObligorSection 6.02(b).

Duties of the Collection Agent. (a) The Collection Agent shall take or cause to be taken all such actions as may be reasonably necessary or advisable to collect each Receivable from time to time, all in accordance with applicable laws, rules and regulations, with reasonable care and diligence, and in accordance with the Credit and Collection Policy Policy. Each of each respective Originator. (b) The Collection the Seller, the Banks and the Agent will instruct all Obligors to pay all Collections directly to a Lock-Box or Lock-Box Account. The Collection Agent shall effect a Lock-Box Agreement in form reasonably acceptable to the Administrative Agent with respect to each Lock-Box and Lock-Box Account. In the case of any remittances received in any Lock-Box or Lock-Box Account that shall have been identified, to the satisfaction of hereby appoints as its agent the Collection Agent, from time to not constitute Collections or other proceeds of time designated pursuant to Section 6.01, to enforce its respective rights and interests in and under the CollateralReceivables, the Collection Agent shall promptly remit such items to Related Security and the Person identified to it as being the owner of such remittances. (c) The Collection Agent shall administer the Collections in accordance with the procedures described herein and in Article IIContracts. The Collection Agent shall set aside and hold in trust for the account of the Seller and the Purchasers each Bank their respective allocable shares of the Collections (or such funds or other assets arising therefrom) of Receivables in accordance with Article II. The Collection Section 2.05 and Section 2.06 but shall not be required (unless the Ratings Requirement is no longer satisfied and the Agent shall segregate, in a manner acceptable have requested otherwise) to segregate the Administrative Agent and the Purchasers, all cash, checks and other instruments received by it from time to time funds constituting such portion of such Collections from the general funds of the Collection Agent or Seller prior to the remittance thereof in accordance with Article IIsaid Sections. The If the Ratings Requirement is no longer satisfied and the Agent so instructs, the Collection Agent shall segregate and deposit with a bank (which may be Citibank) designated by the Administrative Agent all such allocable share of Collections of Receivables Pool Receivables, set aside for each Bank, on the first Business Day received following receipt by the Collection Agent of such Collections and will, if so requested by the Agent, duly endorsed or with duly executed instruments of transfer. (d) The provide payment instructions to such bank as directed by the Agent. Provided that the Termination Date shall not have occurred, the Seller, while it is Collection Agent Agent, may, in accordance with the Credit and Collection Policy, (i) extend the maturity of any Receivable or adjust the Outstanding Balance of any Defaulted Receivable as the Collection Agent determines Seller may determine to be appropriate to maximize Collections thereof; providedthereof and/or (ii) adjust the Outstanding Balance of any Receivable to reflect the reductions or cancellations described in the first sentence of Section 2.07. The Seller shall deliver to the Collection Agent, howeverand the Collection Agent shall hold in trust for the Seller and each Bank in accordance with their respective interests, that such extension or adjustment shall not alter the status of such Receivable as a Delinquent Receivable, Defaulted Receivable or Charged-Off Receivable or limit the rights of the Administrative Agent or the Purchasers under this Agreementall Records. Notwithstanding anything to the contrary contained herein, following so long as the occurrence and during continuation of an Amortization Event, Ratings Requirement is not satisfied the Administrative Agent shall have the absolute and unlimited right to direct the Collection Agent (whether the Collection Agent is the Seller or any other Person) to commence or settle any legal action with respect to enforce collection of any Pool Receivable or to foreclose upon or repossess any Related Security. (eb) The Collection Agent shall hold in trust for Seller and the Purchasers all Records that (i) evidence or relate as soon as practicable following receipt turn over to the ReceivablesSeller the Collections of any Receivable which is not a Pool Receivable less, in the related Contracts event the Seller is not the Collection Agent, all reasonable and Related Security or (ii) are otherwise necessary or desirable to collect appropriate out-of-pocket costs and expenses of such Collection Agent of servicing, collecting and administering the Receivables and shallto the extent not covered by the Collection Agent Fee received by it. The Collection Agent, if other than the Seller, shall as soon as practicable upon demand deliver to the Seller all Records in its possession relating to Receivables of the Administrative AgentSeller other than Pool Receivables, deliver or make available and copies of Records in its possession relating to the Administrative Agent all such Records, at a place selected by the Administrative Agent. The Collection Agent shall, as soon as practicable following receipt thereof turn over to Seller any cash collections or other cash proceeds payable to Seller not constituting Collections on Pool Receivables. The Collection Agent shall, from time to time at Agent's authorization under this Agreement shall terminate after the request of any Purchaser, furnish to Termination Date on the Purchasers (promptly after any such request) a calculation of the amounts set aside for the Purchasers pursuant to Article IICollection Date. (fc) Any payment by an Obligor Notwithstanding anything to the contrary contained in respect of any indebtedness owed by it to an Originator or Seller shallthis Article VI, except as otherwise specified by such Obligor or otherwise required by Contract or law and unless otherwise instructed by the Administrative Collection Agent, be applied as a Collection of if the Agent or its designee, shall have no obligation to collect, enforce or take any other action described in this Article VI with respect to any Receivable that is not a Pool Receivable other than as described in the first two sentences of such Obligor (starting with the oldest such Receivable) to the extent of any amounts then due and payable thereunder before being applied to any other receivable or other obligation of such ObligorSection 6.02(b).