Common use of Management of Collateral Clause in Contracts

Management of Collateral. 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 deems advisable; (v) prepare, file and sign the names of the 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 (vi) do all other acts and things which are necessary, in the Agent's sole discretion, to fulfill the Obligations of the Loan Parties under this Agreement and to allow the Agent to collect the Accounts Receivable. In addition to any other provision hereof or in any of the other Loan Documents, the Agent may at any time on or after the occurrence of an Event of Default, at 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.

Management of Collateral. The Agent (and all Persons designated by At the Agent for such purpose) mayrequest of the Agent, at any time and from time to time after upon the occurrence and during the continuance of an Event of Default, whether before or after notification to any Account Debtor the Borrowers will, at their own cost and whether before or after the maturity of any of the Obligationsexpense, (i) enforce collection of any Accounts Receivable arrange for remittances on Receivables to be made directly to lockboxes designated by the Agent or contract rights of in such other manner as the Loan Parties by suit or otherwise; Agent may direct, and (ii) exercise promptly deposit all payments received by the Borrowers on account of Receivables, whether in the form of cash, checks, notes, drafts, bills of exchange, money orders or otherwise, in one or more accounts designated by the Agent in precisely the form received (but with any endorsements of the rights Borrowers necessary for deposit or collection), subject to withdrawal by the Agent only, as hereinafter provided, and remedies of until such payments are deposited, such payments shall be deemed to be held in trust by 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 Borrowers 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 deems advisable; Lenders' property and shall not be commingled with the Borrowers' other funds. All remittances and payments that are deposited in accordance with the foregoing will, after two Business Days (v) prepare, file and sign the names of the 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 (vi) do all other acts and things which are necessary, three Business Days in the Agent's sole discretioncase of deposits that are made after 1:00 p.m. (New York time), to fulfill the Obligations of the Loan Parties under this Agreement and to allow be applied by the Agent to collect reduce the Accounts Receivable. In addition to any other provision hereof or in any outstanding balance of the other Loan DocumentsRevolving Credit Loans, subject to final collection in cash of the Agent may at any time on or after item deposited. Upon the occurrence and continuance of an Event of Default, at the sole expense Agent may send a notice of assignment and/or notice of the Loan Parties, notify Agent's security interest to any parties obligated on and all Customers or any third party holding or otherwise concerned with any of the Accounts Receivable Collateral, and thereafter the Agent shall have the sole right to collect the Receivables and/or take possession of the Loan Parties to make Collateral and the books and records relating thereto. The Borrowers shall not, without the Agent's prior written consent, grant any extension of the time of payment directly of any Receivable, compromise or settle any 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 Agent occurrence and continuance of any amounts due or to become due thereunderan Event of Default, as permitted by Section 10.03 hereof.

Management of Collateral. The Agent (and all Persons designated by the Agent for such purpose) may, at any time and from time to time after After the occurrence and during the continuance of an ------------------------ Event of Default, whether before or after notification 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 Debtor and whether before Debtors or after the maturity of any third party holding or otherwise concerned with any of the ObligationsCollateral, (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 thereafter the Agent deems advisable; (v) prepare, file and sign shall have the names of the 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 (vi) do all other acts and things which are necessary, in the Agent's sole discretion, to fulfill the Obligations of the Loan Parties under this Agreement and to allow the Agent 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. In addition to , compromise or settle any other provision hereof Account Receivable for less than the full amount thereof, release, in whole or in part, any of Person or property liable for the other Loan Documentspayment thereof, the Agent may at or allow any time on credit or after discount whatsoever thereon, except, prior to the occurrence of an Event of Default, at as permitted by Section 7.02(k) hereof. (i) Subject to the sole expense requirements of the Loan PartiesFactoring Agreements and the CIT Assignment Agreement, notify 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 parties obligated 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 Parties to make payment directly to the Agent of any amounts due or to become due thereunderDocuments are terminated.

Management of Collateral. (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 deems advisable; (v) prepare, file and sign the names of the 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 (vi) do all other acts and things which are necessary, in the Agent's sole discretion, to fulfill the Obligations of the Loan Parties under this Agreement and to allow the Agent to collect the Accounts Receivable. In addition to any other provision hereof or in any of the other Loan Documents, the Agent may at any time on or after the occurrence of an Event of Default, at 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. (b) Each Loan Party hereby appoints the Agent or its designee on behalf of the Agent as the Loan Parties' attorney-in-fact with power exercisable during the continuance of an Event of Default to endorse any Loan Party's name upon any notes, acceptances, checks, drafts, money orders or other evidences of payment relating to the Accounts Receivable, to sign any Loan Party's name on any invoice or xxxx of lading relating to any of the Accounts Receivable, drafts against Account Debtors with respect to Accounts Receivable, assignments and verifications of Accounts Receivable and notices to Account Debtors with respect to Accounts Receivable, to send verification of Accounts Receivable, and to notify the Postal Service authorities to change the address for delivery of mail addressed to 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 designee shall not be liable for any acts of omission or commission (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), or for any error of judgment or mistake of fact or law; this power being coupled with an interest is irrevocable until the Term Loan and 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.