Common use of Remedies relating to Accounts Clause in Contracts

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, notify (such notice to be in form and substance satisfactory to the Lender) its Account Debtors subject to a security interest hereunder that such Accounts have been assigned to the Lender, for the benefit of the Secured Parties and promptly upon request of the Lender, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender and (B) the Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender or of the Lender’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Lender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at upon the request of the LenderAdministrative Agent’s request, notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors subject to a security interest hereunder that such Accounts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtorsdebtors with respect to Accounts constituting Collateral, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the such Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any such Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the AccountsAccounts constituting Collateral.

Remedies relating to Accounts. (i) During the continuation of an Event of DefaultDefault and following the request of the Administrative Agent and solely with respect to Collateral, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During After the continuation occurrence of an Event of DefaultDefault which has not been waived in writing by the Administrative Agent, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to contracts subject to a security interest hereunder that such Accounts and the contracts have been assigned to the LenderAdministrative Agent, for the ratable benefit of the Secured Parties and promptly upon request of the Lender, Administrative Agent instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence and during the continuance of an Event of Defaulta Put Option Event, whether or not the Lender Purchaser Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the upon request of the LenderPurchaser Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the LenderPurchaser Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderPurchaser Agent, for the benefit of the Secured Parties and promptly upon request of the LenderPurchaser Agent, instruct all account debtors Account Debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Purchaser Agent and (B) the Lender Purchaser Agent shall have the right to enforce any Grantor’s rights against its customers and account debtorsAccount Debtors, and the Lender Purchaser Agent or its designee may notify any Grantor’s customers and account debtors Account Debtors that the Accounts of such Grantor have been assigned to the Lender Purchaser Agent or of the LenderPurchaser Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderPurchaser Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the promptly upon request of the LenderAdministrative Agent, (1) notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors subject to a security interest hereunder that the Accounts of such Accounts Grantor have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties Parties, and promptly upon request of the Lender, (2) instruct all account debtors Account Debtors to remit all payments in respect of such Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtorsAccount Debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors Account Debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence of an Event of DefaultDefault and during continuation thereof, whether or not the Lender Collateral Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the LenderCollateral Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the Lender) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderCollateral Agent, for the benefit of the Secured Parties Parties, and promptly upon request of the LenderCollateral Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Collateral Agent, and (B) the Lender Collateral Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Collateral Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Collateral Agent or of the LenderCollateral Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Lender’s discretion, and file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence and during the continuance of an Event of DefaultDefault after giving prior notice to the Company, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, notify (such notice to be in form and substance satisfactory to the Lender) its Account Debtors subject to a security interest hereunder that such Accounts have been assigned to the Lender, for the benefit of the Secured Parties and shall promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location reasonably selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) if instructed to do so by the Administrative Agent, each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors subject to a security interest hereunder that such Accounts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at promptly following the request of the LenderAdministrative Agent’s written request, notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon written request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Lender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, notify (such notice to be in form and substance satisfactory to the Lender) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Lender, for the benefit of the Secured Parties Lender and promptly upon request of the Lender, Lender instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender and (B) the Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender or of the Lender’s security interest therein, and may (either in its own name or in the name of a such Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Lender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties Lender in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the Lender) its Account Debtors and parties to its material contracts subject to a security interest hereunder that such Accounts and material contracts have been assigned to the Lender, for the benefit of the Secured Parties Lender and promptly upon request of the Lender, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender and (B) the Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender or of the Lender’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Lender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties Lender in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at promptly following the request of the LenderAdministrative Agent’s written request, notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon written request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at promptly upon written request by the request of the LenderAdministrative Agent, notify (such notice to be in form and substance reasonably satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Contractual Obligations subject to a security interest hereunder that such Accounts and the Contractual Obligations have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon written request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at promptly upon the request of the LenderAdministrative Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderParties, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence of an Event of Default, Default and during the continuation thereof whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender 4862-1549-8294, v. 6 ACTIVE/119444361.4 Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at promptly upon the request of the LenderAdministrative Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderParties, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the occurrence and during the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at shall upon the request of the Lender, Administrative Agent notify in writing (such notice to be in form and substance reasonably satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors Account Debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the Lender) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Lender, for the benefit of the Secured Parties and promptly upon request of the Lender, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender and (B) the Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender or of the Lender’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Lender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, promptly upon the request of the Administrative Agent, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Joint Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, Borrower shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Joint Administrative Agent and (B) the Lender Joint Administrative Agent shall have the right to enforce any Grantorthe Borrower’s rights against its customers and account debtors, and the Lender Joint Administrative Agent or its designee may notify any Grantorthe Borrower’s customers and account debtors that the Accounts of such Grantor the Borrower have been assigned to the Lender Joint Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor the Borrower or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence of an Event of DefaultDefault and during the continuation thereof, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at promptly upon the reasonable request of the LenderAdministrative Agent, notify (such notice to be in form and substance satisfactory to the Lender) its each Grantor shall instruct all Account Debtors subject to a security interest hereunder that such Accounts have been assigned to the Lender, for the benefit of the Secured Parties and promptly upon request of the Lender, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtorsAccount Debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors Account Debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties holders of the Obligations in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at upon the written request of the LenderAdministrative Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each the Grantor shall, at the request of the Lender, shall notify (such notice to be in form and substance satisfactory to the LenderAdministrative Agent) its Account Debtors subject to a security interest hereunder that such Accounts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (B) the Lender Administrative Agent shall have the right to enforce any the Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any the Grantor’s customers and account debtors that the Accounts of such the Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a the Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the occurrence and during the continuation of an Event of Default, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall, at the request of the Lender, shall notify in writing (such notice to be in form and substance satisfactory to the LenderLead Arranger) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the LenderAdministrative Agent, for the benefit of the Secured Parties and promptly upon request of the LenderAdministrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent (at the direction of the Required Lenders) and (B) the Lender Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may (but is not obligated to) notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (but is not obligated to) (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s (at the direction of the Required Lenders) or Lead Arranger’s reasonable discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence of an Event of DefaultDefault and during the continuation thereof, whether or not the Lender Administrative Agent has exercised any or all of its rights and remedies hereunder, with respect to any Account (Aother than any Account constituting Excluded Property), (i) each Grantor shall, at the request of the Lender, notify (such notice to be in form and substance satisfactory to the Lender) its Account Debtors subject to a security interest hereunder that such Accounts have been assigned to the Lender, for the benefit of the Secured Parties and Obligor will promptly upon request of the Lender, Administrative Agent instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Lender Administrative Agent and (Bii) the Lender Administrative Agent shall have the right to enforce any GrantorObligor’s rights against its customers and account debtors, and the Lender Administrative Agent or its designee may notify any GrantorObligor’s customers and account debtors that the Accounts of such Grantor Obligor have been assigned to the Lender Administrative Agent or of the LenderAdministrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor an Obligor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the LenderAdministrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts. Neither the Administrative Agent nor the Secured Parties shall have any liability or responsibility to any Obligor for acceptance of a check, draft or other order for payment of money bearing the legend “payment in full” or words of similar import or any other restrictive legend or endorsement or be responsible for determining the correctness of any remittance.