Common use of Management of Collateral Clause in Contracts

Management of Collateral. After the occurrence of an ------------------------ Event of Default, the Agent may, subject to the requirements of the Factoring Agreements and the CIT Assignment Agreement, send a notice of assignment and/or notice of the Agent's security interest to any and all Account Debtors or any third party holding or otherwise concerned with any of the Collateral, and thereafter the Agent shall have the sole right to collect the Accounts Receivable and/or take possession of the Collateral and the books and records relating thereto. The Borrowers and the Corporate Guarantors shall not without prior written consent of the Agent, grant any extension of time of payment of any Account Receivable, compromise or settle any Account Receivable for less than the full amount thereof, release, in whole or in part, any Person or property liable for the payment thereof, or allow any credit or discount whatsoever thereon, except, prior to the occurrence of an Event of Default, as permitted by Section 7.02(k) hereof. (i) Subject to the requirements of the Factoring Agreements and the CIT Assignment Agreement, the Borrowers and the Corporate Guarantors hereby constitute the Agent or its designee on behalf of the Agent as the Borrowers' and the Corporate Guarantors' attorney-in-fact with power to endorse a Borrower's or Corporate Guarantor's name upon any notes, acceptances, checks, drafts, money orders or other evidences of payment or Collateral that may come into its possession, to sign a Borrower's or Corporate Guarantor's name on any invoice or xxxx of lading relating to any of the Accounts Receivable, drafts against Account Debtors, assignments and verifications of Accounts Receivable and notices to Account Debtors, to send verification of Accounts Receivable, and upon the acceleration of the Loans and any other Obligations under the Loan Documents following an Event of Default, to notify the Postal Service authorities to change the address for delivery of mail addressed to the Borrowers and the Corporate Guarantors to such address as the Agent may designate and to do all other acts and things necessary to carry out this Agreement. All acts of said attorney or designee are hereby ratified and approved, and said attorney or designate shall not be liable for any acts of omission or commission (other than acts or omissions constituting gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction), nor for any error of judgment or mistake of fact or law; this power being coupled with an interest is irrevocable until all of the Loans and any other Obligations under the Loan Documents are paid in full and all of the Loan Documents are terminated.

Management of Collateral. After (a) The Agent (and all Persons designated by the Agent for such purpose) may, at any time and from time to time after the occurrence and during the continuance of an ------------------------ Event of Default, whether before or after notification to any Account Debtor and whether before or after the maturity of any of the Obligations, (i) enforce collection of any Accounts Receivable or contract rights of the Loan Parties by suit or otherwise; (ii) exercise all of the rights and remedies of the Loan Parties with respect to proceedings brought to collect any Accounts Receivable; (iii) surrender, release or exchange all or any part of any Accounts Receivable of the Loan Parties, or compromise or extend or renew for any period (whether or not longer than the original period) any Indebtedness thereunder; (iv) sell or assign any Account Receivable of the Loan Parties upon such terms, for such amount and at such time or times as the Agent maydeems advisable; (v) prepare, subject to file and sign the requirements names of the Factoring Agreements Loan Parties on any proof of claim in bankruptcy or other similar document against any Account Debtor indebted on an Account Receivable of the Loan Parties; and the CIT Assignment Agreement(vi) do all other acts and things which are necessary, send a notice of assignment and/or notice of in the Agent's security interest sole discretion, to any and all Account Debtors or any third party holding or otherwise concerned with any fulfill the Obligations of the Collateral, Loan Parties under this Agreement and thereafter to allow the Agent shall have the sole right to collect the Accounts Receivable and/or take possession Receivable. In addition to any other provision hereof or in any of the Collateral and other Loan Documents, the books and records relating thereto. The Borrowers and the Corporate Guarantors shall not without prior written consent of the Agent, grant Agent may at any extension of time of payment of any Account Receivable, compromise on or settle any Account Receivable for less than the full amount thereof, release, in whole or in part, any Person or property liable for the payment thereof, or allow any credit or discount whatsoever thereon, except, prior to after the occurrence of an Event of Default, as permitted by Section 7.02(k) hereofat the sole expense of the Loan Parties, notify any parties obligated on any of the Accounts Receivable of the Loan Parties to make payment directly to the Agent of any amounts due or to become due thereunder. (ib) Subject to the requirements of the Factoring Agreements and the CIT Assignment Agreement, the Borrowers and the Corporate Guarantors Each Loan Party hereby constitute appoints the Agent or its designee on behalf of the Agent as the Borrowers' and the Corporate GuarantorsLoan Parties' attorney-in-fact with power exercisable during the continuance of an Event of Default to endorse a Borrower's or Corporate Guarantorany Loan Party's name upon any notes, acceptances, checks, drafts, money orders or other evidences of payment or Collateral that may come into its possessionrelating to the Accounts Receivable, to sign a Borrower's or Corporate Guarantorany Loan Party's name on any invoice or xxxx of lading relating to any of the Accounts Receivable, drafts against Account DebtorsDebtors with respect to Accounts Receivable, assignments and verifications of Accounts Receivable and notices to Account DebtorsDebtors with respect to Accounts Receivable, to send verification of Accounts Receivable, and upon the acceleration of the Loans and any other Obligations under the Loan Documents following an Event of Default, to notify the Postal Service authorities to change the address for delivery of mail addressed to the Borrowers and the Corporate Guarantors any Loan Party to such address as the Agent may designate and to do all other acts and things necessary to carry out this Agreement. All acts of said attorney or designee are hereby ratified and approved, and said attorney or designate designee shall not be liable for any acts of omission or commission (other than acts of omission or omissions commission constituting gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction), nor or for any error of judgment or mistake of fact or law; this power being coupled with an interest is irrevocable until all of the Loans Term Loan and any the other Obligations under the Loan Documents are paid in full and all of the Loan Documents are terminated. (c) Nothing herein contained shall be construed to constitute the Agent as agent of any Loan Party for any purpose whatsoever, and the Agent shall not be responsible or liable for any shortage, discrepancy, damage, loss or destruction of any part of the Collateral wherever the same may be located and regardless of the cause thereof (other than from acts of omission or commission constituting gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction). The Agent shall not, under any circumstance or in any event whatsoever, have any liability for any error or omission or delay of any kind occurring in the settlement, collection or payment of any of the Accounts Receivable or any instrument received in payment thereof or for any damage resulting therefrom (other than acts of omission or commission constituting gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction). The Agent, by anything herein or in any assignment or otherwise, does not assume any of the obligations under any contract or agreement assigned to the Agent and shall not be responsible in any way for the performance by any Loan Party of any of the terms and conditions thereof. (d) If any Account Receivable includes a charge for any tax payable to any Governmental Authority, the Agent is hereby authorized (but in no event obligated) in its discretion to pay the amount thereof to the proper taxing authority for the Loan Parties' account and to charge the Loan Parties therefor. The Loan Parties shall notify the Agent if any Account Receivable includes any taxes due to any such Governmental Authority and, in the absence of such notice, the Agent shall have the right to retain the full proceeds of such Account Receivable and shall not be liable for any taxes that may be due by reason of the sale and delivery creating such Account Receivable. (e) Notwithstanding any other terms set forth in the Loan Documents, the rights and remedies of the Agent and the Lenders herein provided, and the obligations of the Loan Parties set forth herein, are cumulative of, may be exercised singly or concurrently with, and are not exclusive of, any other rights, remedies or obligations set forth in any other Loan Document or as provided by law.

Management of Collateral. After The Agent (and all Persons designated by the Agent for such purpose) may, at any time and from time to time after the occurrence and during the continuance of an ------------------------ Event of Default, whether before or after notification to any Account Debtor and whether before or after the maturity of any of the Obligations, (i) enforce collection of any Accounts Receivable or contract rights of the Loan Parties by suit or otherwise; (ii) exercise all of the rights and remedies of the Loan Parties with respect to proceedings brought to collect any Accounts Receivable; (iii) surrender, release or exchange all or any part of any Accounts Receivable of the Loan Parties, or compromise or extend or renew for any period (whether or not longer than the original period) any Indebtedness thereunder; (iv) sell or assign any Account Receivable of the Loan Parties upon such terms, for such amount and at such time or times as the Agent maydeems advisable; (v) prepare, subject to file and sign the requirements names of the Factoring Agreements Loan Parties on any proof of claim in bankruptcy or other similar document against any Account Debtor indebted on an Account Receivable of the Loan Parties; and the CIT Assignment Agreement(vi) do all other acts and things which are necessary, send a notice of assignment and/or notice of in the Agent's security interest sole discretion, to any and all Account Debtors or any third party holding or otherwise concerned with any fulfill the Obligations of the Collateral, Loan Parties under this Agreement and thereafter to allow the Agent shall have the sole right to collect the Accounts Receivable and/or take possession Receivable. In addition to any other provision hereof or in any of the Collateral and other Loan Documents, the books and records relating thereto. The Borrowers and the Corporate Guarantors shall not without prior written consent of the Agent, grant Agent may at any extension of time of payment of any Account Receivable, compromise on or settle any Account Receivable for less than the full amount thereof, release, in whole or in part, any Person or property liable for the payment thereof, or allow any credit or discount whatsoever thereon, except, prior to after the occurrence of an Event of Default, as permitted by Section 7.02(k) hereof. (i) Subject to at the requirements sole expense of the Factoring Agreements and the CIT Assignment AgreementLoan Parties, the Borrowers and the Corporate Guarantors hereby constitute the Agent or its designee notify any parties obligated on behalf of the Agent as the Borrowers' and the Corporate Guarantors' attorney-in-fact with power to endorse a Borrower's or Corporate Guarantor's name upon any notes, acceptances, checks, drafts, money orders or other evidences of payment or Collateral that may come into its possession, to sign a Borrower's or Corporate Guarantor's name on any invoice or xxxx of lading relating to any of the Accounts Receivable, drafts against Account Debtors, assignments and verifications of Accounts Receivable and notices to Account Debtors, to send verification of Accounts Receivable, and upon the acceleration of the Loans and any other Obligations under the Loan Documents following an Event of Default, to notify the Postal Service authorities to change the address for delivery of mail addressed to the Borrowers and the Corporate Guarantors to such address as the Agent may designate and to do all other acts and things necessary to carry out this Agreement. All acts of said attorney or designee are hereby ratified and approved, and said attorney or designate shall not be liable for any acts of omission or commission (other than acts or omissions constituting gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction), nor for any error of judgment or mistake of fact or law; this power being coupled with an interest is irrevocable until all of the Loans and any other Obligations under the Loan Documents are paid in full and all of the Loan Documents are terminatedParties to make payment directly to the Agent of any amounts due or to become due thereunder.