Common use of Payments on Account of Collateral Clause in Contracts

Payments on Account of Collateral. (a) Unless an Event of Default shall have occurred and be continuing, each Pledgor shall be permitted to receive all Distributions paid in respect of its Collateral to the extent permitted under the Credit Agreement. Upon the occurrence and during the continuance of any Event of Default (unless Administrative Agent and Lenders have waived such Event of Default by written instrument signed by a duly authorized officer of Administrative Agent), all Distributions due on account of the Collateral, whether or not such payments are ordinary and regular cash distributions, shall be paid to Administrative Agent or, at Administrative Agent's option, to Administrative Agent's nominee. If an Event of Default shall have occurred and be continuing, all Distributions received by any Pledgor consisting of cash, checks, and other near-cash items shall be held by such Pledgor in trust for the Administrative Agent, segregated from other funds of such Pledgor, and shall, forthwith upon receipt by such Pledgor, be turned over to the Administrative Agent in the exact form received by such Pledgor (duly indorsed by such Pledgor to the Administrative Agent, if required). (b) Each Pledgor hereby authorizes and instructs each Issuer that is the issuer of any Pledged Interests pledged by such Pledgor hereunder to (i) comply with any instruction received by it from the Administrative Agent in writing that (A) states that an Event of Default has occurred and is continuing and (B) is otherwise in accordance with the terms of this Agreement, without any other or further instructions from such Pledgor, and such Pledgor agrees that each Issuer shall be fully protected in so complying, and (ii) upon the occurrence and during the continuance of an Event of Default, pay any dividends or other payments with respect to the Collateral directly to the Administrative Agent.

Payments on Account of Collateral. (a) Unless an Event of Default shall have occurred and be continuing, each Pledgor shall be permitted to receive all Distributions paid in respect of its Collateral to the extent permitted under the Credit AgreementLoan Agreements. Upon the occurrence and during the continuance of any Event of Default (unless Administrative Agent and Lenders the applicable Secured Parties have waived such Event of Default by written instrument signed by a duly authorized officer of Administrative Agentunder each Loan Agreement), subject to terms of the Loan Agreements, (i) all Distributions due on account of the Collateral, whether or not such payments are ordinary and regular cash distributions, shall be paid to Administrative Collateral Agent or, at Administrative Collateral Agent's ’s option, to Administrative Collateral Agent's ’s nominee. If an Event of Default shall have occurred , and be continuing, (ii) all Distributions received by any Pledgor consisting of cash, checks, and other near-cash items shall be held by such Pledgor in trust for the Administrative Collateral Agent, segregated from other funds of such Pledgor, and shall, forthwith upon receipt by such Pledgor, be turned over to the Administrative Collateral Agent in the exact form received by such Pledgor (duly indorsed by such Pledgor to the Administrative Collateral Agent, if required). (b) Each Pledgor hereby authorizes and instructs each Issuer that is the issuer of any Pledged Interests pledged by such Pledgor hereunder to (i) comply with any instruction received by it from the Administrative Collateral Agent in writing that (A) states that an Event of Default has occurred and is continuing and (B) is otherwise in accordance with the terms of this Agreement, without any other or further instructions from such Pledgor, and such Pledgor agrees that each Issuer shall be fully protected in so complying, and (ii) upon the occurrence and during the continuance of an Event of Default, pay any dividends or other payments with respect to the Collateral directly to the Administrative Collateral Agent.

Payments on Account of Collateral. (a) Unless an Event of Default shall have occurred and be continuing, each Pledgor shall be permitted to receive all Distributions paid in respect of its Collateral to the extent permitted under the Credit Agreement. Upon the occurrence and during the continuance of any Event of Default (unless Administrative Agent and Lenders have waived such Event of Default by written instrument signed by a duly authorized officer of Administrative Agent), all Distributions due on account of the Collateral, whether or not such payments are ordinary and regular cash distributions, shall be paid to Administrative Agent or, at Administrative Agent's ’s option, to Administrative Agent's ’s nominee. If an Event of Default shall have occurred and be continuing, all Distributions received by any Pledgor consisting of cash, checks, and other near-cash items shall be held by such Pledgor in trust for the Administrative Agent, segregated from other funds of such Pledgor, and shall, forthwith upon receipt by such Pledgor, be turned over to the Administrative Agent in the exact form received by such Pledgor (duly indorsed by such Pledgor to the Administrative Agent, if required). (b) Each Pledgor hereby authorizes and instructs each Issuer that is the issuer of any Pledged Interests pledged by such Pledgor hereunder to (i) comply with any instruction received by it from the Administrative Agent in writing that (A) states that an Event of Default has occurred and is continuing and (B) is otherwise in accordance with the terms of this Agreement, without any other or further instructions from such Pledgor, and such Pledgor agrees that each Issuer shall be fully protected in so complying, and (ii) upon the occurrence and during the continuance of an Event of Default, pay any dividends or other payments with respect to the Collateral directly to the Administrative Agent.