Common use of Provisions Concerning the Accounts and the Licenses Clause in Contracts

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Agent that the Administrative Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time for payment of any Account, (ii) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Account, (iv) allow any credit or discount whatsoever on any Account or (v) amend, supplement or modify any Account in any manner that could adversely affect the value thereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if at the Collateral Agent’s direction, upon the occurrence and at any time during the continuance of an Event of Default has occurred and is continuing, at the Administrative Agent’s directionDefault, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any timeright, upon the occurrence and at any time during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d9(c) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, (B) such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on thereon. In addition, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Collateral Agent or its designated agent by wire transfer (vto such account as the Collateral Agent shall specify, or in such other manner as the Collateral Agent shall direct) amendall or a portion of such securities, supplement cash, investments and other items held by such institution; provided that, so long as no Event of Default has occurred and is continuing, the Collateral Agent will not direct any such bank or modify any Account financial institution to transfer funds in any manner that could adversely affect accordance with the value thereofforegoing. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (in the sole and absolute discretion of the Collateral Agent) be held as additional Collateral for the Secured Obligations or distributed in accordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s 's direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, (B) such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on any thereon. In addition, each Grantor acknowledges that all of the banks and financial institutions, with which such Grantor either maintains a Deposit Account or a lockbox or deposits required to be subject to the control of the Collateral Agent, shall send to the Collateral Agent or its designated agent by wire transfer (vto such account as the Collateral Agent shall specify, or in such other manner as the Collateral Agent shall direct) amendall or a portion of such securities, supplement or modify any Account cash, investments and other items held by such institution in any manner that could adversely affect accordance with the value thereofterms of the applicable Cash Management Agreement.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (fd), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s 's direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and either (x) credited to the Loan Account so long as no Event of Default shall have occurred and be continuing or (y) if any Event of Default shall have occurred and be continuing, applied as specified in Section 9(dthe Financing Agreement hereof, and (B) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on any Account thereon. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (vin the sole and absolute discretion of the Collateral Agent) amend, supplement be held as additional Collateral for the Secured Obligations or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by lawLaw, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d), and (B) hereofsuch Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, upon the occurrence and during the continuance of an Event of Default, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send promptly to the Collateral Agent or its designated agent by wire transfer (to such account as the Collateral Agent shall specify, or in such other than manner as the Collateral Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiCollateral Agent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative The Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After If any Event of Default shall have occurred and be continuing after receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d9(c) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, and without contradicting or limiting any of the provisions of Article VIII of the Financing Agreement (or any of the obligations, covenants and duties of Grantors thereunder or any rights or remedies of any Agent thereunder) upon the occurrence and during the continuance of an Event of Default, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Collateral Agent or its designated agent by wire transfer (to such account as the Collateral Agent shall specify, or in such other than manner as the Collateral Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiCollateral Agent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s 's direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, upon the occurrence and during the continuance of an Event of Default, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Administrative Agent by wire transfer (to such account as the Collateral Agent shall specify, or in such other than manner as the Collateral Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Administrative Agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiCollateral Agent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f)) or as permitted by clause (d) of “Permitted Investments”, continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, upon the occurrence and during the continuance of an Event of Default, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Administrative Agent by wire transfer (to such account as the Collateral Agent shall specify, or in such other than manner as the Collateral Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Administrative Agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiCollateral Agent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if and upon the occurrence and continuation of a default or an Event of Default has occurred and is continuingDefault, at the Administrative Agent’s 's direction, will) take such action as such Grantor (or, if applicable, the Administrative Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Agent that the Administrative Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, upon the occurrence and during the continuance of an Event of Default, other than the Agent may (in its sole and absolute discretion) direct any or all of the ordinary course banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of business consistent with any Accounts to send immediately to the Agent or its past practice and in amounts which are not material designated agent by wire transfer (to such Grantoraccount as the Agent shall specify, or in such Grantor will not (iother manner as the Agent shall direct) grant any extension all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the time for payment of any Account, (ii) compromise Agent or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Account, (iv) allow any credit or discount whatsoever on any Account or (v) amend, supplement or modify any Account its designated agent shall be applied as specified in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s 's direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, upon the occurrence and during the continuance of an Event of Default, to the extent set forth in Section 8.01 of the Financing Agreement, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Collateral Agent or its designated agent by wire transfer (to such account as the Collateral Agent shall specify, or in such other than manner as the Collateral Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiCollateral Agent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Agent’s 's direction, will) take such action as such Grantor (or, if applicable, the Administrative Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Agent that the Administrative Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and either (x) credited to the Loan Account so long as no Event of Default shall have occurred and be continuing or (y) if any Event of Default shall have occurred and be continuing, applied as specified in Section 9(d) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, upon the occurrence and during the continuance of an Event of Default, the Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Agent or its designated agent by wire transfer (to such account as the Agent shall specify, or in such other than manner as the Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Agent or its designated agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiAgent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if upon the occurrence and continuation of an Event of Default has occurred and is continuingDefault, at the Administrative Agent’s 's direction, will) take such action as such Grantor (or, if applicablean Event of Default has occurred and is continuing, the Administrative Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After the occurrence and continuation of an Event of Default and the receipt by any Grantor of a written notice from the Administrative Agent that the Administrative Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon without the prior written consent of the Agent. In addition, upon the occurrence and during the continuance of an Event of Default, with respect to any account subject to the Account Control Requirements (as defined below), the Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions that maintains such account to send immediately to the Agent or its designated agent by wire transfer (to such account as the Agent shall specify, or in such other than manner as the Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Agent or its designated agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiAgent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem reasonably necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust held by such Grantor for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith promptly paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and either (I) credited to the Loan Account so long as no Event of Default shall have occurred and be continuing or (II) if any Event of Default shall have occurred and be continuing, applied as specified in Section 9(d) hereof, and (B) such Grantor will not adjust, settle or compromise the amount or payment of any Account or release wholly or partly any Account Debtor or obligor thereof or allow any credit or discount thereon. In addition, upon the occurrence and during the continuance of an Event of Default, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Collateral Agent or its designated agent by wire transfer (to such account as the Collateral Agent shall specify, or in such other than manner as the Collateral Agent shall direct) all or a portion of such securities, cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (in the ordinary course of business consistent with its past practice sole and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension absolute discretion of the time for payment of any Account, (iiCollateral Agent) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable be held as additional Collateral for the payment of any Account, (iv) allow any credit Secured Obligations or discount whatsoever on any Account or (v) amend, supplement or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own sole cost and expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s directiondirection (acting at the direction of the Lender, acting reasonably), will) take such action as such Grantor (or, if applicable, the Administrative AgentCollateral Agent (acting at the direction of the Lender, acting reasonably)) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent (acting at the direction of the Lender) shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such written notification and at the sole cost and expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, (B) such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on thereon (in each case, unless pursuant to the express terms of such Account). In addition, pursuant to the terms of the Note, the Collateral Agent may (acting at the direction of the Lender) direct any or all of the banks and financial institutions with which any Grantor either maintains a Collateral Account, Deposit Account or a lockbox (vother than Excluded Accounts) amendor deposits the proceeds of any Accounts to send immediately to the Collateral Agent or its designated agent by wire transfer (to such account as the Collateral Agent (acting at the direction of the Lender) shall specify, supplement or modify any Account in any such other manner as the Collateral Agent (acting at the direction of the Lender) shall direct) all or a portion of such securities, cash, investments and other items held by such institution; provided that could adversely affect notwithstanding anything to the value thereofcontrary, it is understood and agreed that the Lender shall not direct the Collateral Agent to give such notification or directions otherwise unless and until an Event of Default shall have occurred and is continuing. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (in the sole and absolute discretion of the Lender) be held as additional Collateral for the Secured Obligations or distributed in accordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Agent that the Administrative Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time for payment of any Account, (ii) compromise or settle any Account for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Account, (iv) allow any credit or discount whatsoever on any Account or (v) amend, supplement or modify any Account in any manner that could adversely affect the value thereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (fd), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if at the Collateral Agent’s direction during the occurrence and continuation of an Event of Default has occurred and is continuing, at the Administrative Agent’s directionDefault, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent during the occurrence and continuance of an Event of Default that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and either credited to the Loan Account or applied as otherwise specified in Section 9(dthe Financing Agreement, and (B) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on any Account thereon. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (vin the sole and absolute discretion of the Collateral Agent) amend, supplement be held as additional Collateral for the Secured Obligations or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f)) and the Financing Agreement, continue to collect, at its own expenseexpense and in accordance with such Grantor’s ordinary business practices, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of if an Event of Default, Default has occurred and is continuing: (x) to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent andagent, and (y) upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, so long as an Event of Default has occurred and is continuing, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, (B) such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on thereon. In addition, if an Event of Default has occurred and is continuing, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Collateral Agent or its designated agent by wire transfer (vto such account as the Collateral Agent shall specify, or in such other manner as the Collateral Agent shall direct) amendall or a portion of such securities, supplement cash, investments and other items held by such institution. So long as an Event of Default has occurred and is continuing, any such securities, cash, investments and other items so received by the Collateral Agent or modify any Account its designated agent shall (in any manner that could adversely affect the value thereofsole and absolute discretion of the Collateral Agent acting at the direction of the Required Lenders) be held as additional Collateral for the Secured Obligations or distributed in accordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) reasonably may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and either (x) credited to the Borrowers’ accounts with the Administrative Agent so long as no Event of Default shall have occurred and be continuing or (y) if any Event of Default shall have occurred and be continuing, applied as specified in Section 9(d) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, (B) such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on thereon. In addition, the Collateral Agent may (in its sole and absolute discretion) direct any or all of the banks and financial institutions with which any Grantor either maintains a Deposit Account or a lockbox or deposits the proceeds of any Accounts to send immediately to the Collateral Agent or its designated agent by wire transfer (vto such account as the Collateral Agent shall specify, or in such other manner as the Collateral Agent shall direct) amendall or a portion of such securities, supplement cash, investments and other items held by such institution. Any such securities, cash, investments and other items so received by the Collateral Agent or modify any Account its designated agent shall (in any manner that could adversely affect the value thereofsole and absolute discretion of the Collateral Agent) be held as additional Collateral for the Secured Obligations or distributed in accordance with Section 9 hereof.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (f), continue to collectThe Grantors shall, at its own expense, take all reasonable steps to enforce, collect and receive all amounts due owing or to become due under on the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Agent) may deem necessary or advisable to enforce collection or performance Accounts Receivable of the Accounts; providedGrantors or any of their Subsidiaries and may settle, however, that adjust or compromise the Administrative Agent shall have amount due in the right at any time, upon ordinary course of business consistent with past practices. After the occurrence and during the continuance of an Event of Default, the Agent (at the written direction of the Required Lenders) may send a notice of assignment and/or notice of the Lenders' security interest to notify the any and all Account Debtors or obligors under third parties holding or otherwise concerned with any Accounts of the assignment of such Accounts to Collateral, and thereafter the Administrative Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Agent or its designated agent and, upon such notification designee shall have the sole right to collect the Accounts Receivable and/or take possession of the Collateral and at the expense of such Grantor books and to the extent permitted by law, records relating thereto and/or to enforce collection of any such Accounts and Receivable, and/or to adjustsettle, settle adjust or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Agent that the Administrative Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s 's rights against the Account Debtors or obligors under any Accounts Receivable as referred to in the proviso to the immediately preceding sentencesentence after the occurrence and during the continuance of an Event of Default, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts Receivable shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(d) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, (B) such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any AccountAccount Receivable or extend the time of payment thereof, (ii) compromise or settle release wholly or partly any Account for less than the full amount Debtor or obligor thereof, (iii) release, wholly or partially, any Person liable for the payment of any Account, (iv) allow any allowance, credit or discount whatsoever on any Account or (v) amend, supplement or modify any Account in any manner that could adversely affect the value thereofthereon.

Provisions Concerning the Accounts and the Licenses. (i) Each Grantor will, except as otherwise provided in this subsection (fb), continue to collect, at its own expense, all amounts due or to become due under the Accounts. In connection with such collections, each Grantor may (and, if an Event of Default has occurred and is continuing, at the Administrative Collateral Agent’s direction, will) take such action as such Grantor (or, if applicable, the Administrative Collateral Agent) may deem necessary or advisable to enforce collection or performance of the Accounts; provided, however, that the Administrative Collateral Agent shall have the right at any time, upon the occurrence and during the continuance of an Event of Default, to notify the Account Debtors or obligors under any Accounts of the assignment of such Accounts to the Administrative Collateral Agent and to direct such Account Debtors or obligors to make payment of all amounts due or to become due to such Grantor thereunder directly to the Administrative Collateral Agent or its designated agent and, upon such notification and at the expense of such Grantor and to the extent permitted by law, to enforce collection of any such Accounts and to adjust, settle or compromise the amount or payment thereof, in the same manner and to the same extent as such Grantor might have done. After receipt by any Grantor of a notice from the Administrative Collateral Agent that the Administrative Collateral Agent has notified, intends to notify, or has enforced or intends to enforce a Grantor’s rights against the Account Debtors or obligors under any Accounts as referred to in the proviso to the immediately preceding sentence, (A) all amounts and proceeds (including Instruments) received by such Grantor in respect of the Accounts shall be received in trust for the benefit of the Administrative Collateral Agent hereunder, shall be segregated from other funds of such Grantor and shall be forthwith paid over to the Administrative Collateral Agent or its designated agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and applied as specified in Section 9(dthe Securities Purchase Agreement hereof or Notes, as applicable, and (B) hereof. In addition, upon the occurrence and during the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor, such Grantor will not (i) grant any extension of adjust, settle or compromise the time for amount or payment of any Account, (ii) compromise Account or settle release wholly or partly any Account for less than the full amount thereof, (iii) release, wholly Debtor or partially, any Person liable for the payment of any Account, (iv) obligor thereof or allow any credit or discount whatsoever on any Account thereon. Any such securities, cash, investments and other items so received by the Collateral Agent or its designated agent shall (vin the sole and absolute discretion of the Collateral Agent) amend, supplement be held as additional Collateral for the Secured Obligations or modify any Account distributed in any manner that could adversely affect the value thereofaccordance with Section 8 hereof.