Common use of Servicer to Act as Collection Agent Clause in Contracts

Servicer to Act as Collection Agent. (a) The Servicer shall service and administer the Receivables on behalf of the Borrower and the Administrator (for the benefit of the Secured Parties) and shall have full power and authority, acting alone and/or through sub-Servicers as provided in Section 11.2.2(c), to do any and all things which it may deem reasonably necessary or desirable in connection with such servicing and administration and which are consistent with this Agreement. Consistent with the terms of this Agreement, the Servicer may waive, modify or vary any term of any Receivable or consent to the postponement of strict compliance with any such term or in any manner, grant indulgence to any Obligor if, in the Servicer’s reasonable determination, such waiver, modification, postponement or indulgence is not materially adverse to the interests of the Borrower or the Administrator (for the benefit of the Secured Parties); provided, however, that the Servicer may not permit any modification with respect to any Receivable that would reduce the Unpaid Balance (except for actual payments thereof), or extend the due date thereof, except that the Servicer may take such actions with respect to Defaulted Receivables if such actions will, in the Servicer’s reasonable business judgment, maximize the Collections thereof. Without limiting the generality of the foregoing, the Servicer in its own name or in the name of the Borrower is hereby authorized and empowered by the Borrower when the Servicer believes it appropriate in its best judgment to execute and deliver, on behalf of the Borrower, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments, with respect to the Receivables. (b) The Servicer shall service and administer the Receivables by employing such procedures (including collection procedures) and degree of care, in each case consistent with applicable law, with the Credit and Collection Policy and with prudent industry standards, as are customarily employed by the Servicer in servicing and administering receivables owned or serviced by the Servicer comparable to the Receivables. The Servicer shall not take any action to impair the Administrator’s (for the benefit of the Secured Parties) security interest in any Receivable, except to the extent allowed pursuant to this Agreement or required by law. (c) At any time while Jarden is acting as the Servicer hereunder, Jarden may delegate, and Jarden hereby advises the Lender and the Administrator that it has delegated, to each of the Originators, as a sub-Servicer of the Servicer, certain of its duties and responsibilities as the Servicer hereunder. Without the prior written consent of each of the Administrator, Jarden shall not be permitted to delegate any of its duties or responsibilities as the Servicer to any Person other than (i) the Borrower, (ii) the Originators and (iii) with respect to certain Defaulted Receivables, outside collection agencies in accordance with its customary practices. Neither the Borrower nor any Originator shall be permitted to further delegate to any other Person any of the duties or responsibilities of the Servicer delegated to it by Jarden. If at any time following the occurrence and during the continuance of a Servicer Event of Default or Amortization Event, the Administrator shall designate as the Servicer any Person other than Jarden, all duties and responsibilities theretofore delegated by Jarden to the Borrower or any Originator may, at the discretion of any of the Administrator, be terminated forthwith on notice given by the Administrator to Jarden and to the Borrower and the applicable Originator. Notwithstanding the foregoing: (i) Jarden shall be and remain primarily liable to the Administrator and the Lender for the full and prompt performance of all duties and responsibilities of the Servicer hereunder, (ii) the Administrator and the Lender shall be entitled to deal exclusively with Jarden in matters relating to the discharge by the Servicer of its duties and responsibilities hereunder, (iii) the Administrator and the Lender shall not be required to give notice, demand or other communication to any Person other than Jarden in order for communication to the Servicer and its sub-Servicers or other delegate with respect thereto to be accomplished and (iv) Jarden, at all times that it is the Servicer, shall be responsible for providing any sub-Servicer or other delegate of the Servicer with any notice given to the Servicer under this Agreement. (d) Except as provided in the penultimate sentence of the preceding clause (c), the Administrator and the Lender shall not be required to give notice, demand or other communication to any Person other than Jarden in order for communication to the Servicer and its sub-Servicer or other delegate with respect thereto to be accomplished. Jarden, at all times that it is the Servicer, shall be responsible for providing any sub-Servicer or other delegate of the Servicer with any notice given to the Servicer under this Agreement. (e) The Servicer may take such actions as are necessary to discharge its duties as the Servicer in accordance with this Agreement, including the power to execute and deliver on behalf of the Borrower such instruments and documents as may be customary, necessary or desirable in connection with the performance of the Servicer’s duties under this Agreement (including consents, waivers and discharges relating to the Receivables). (f) The Servicer shall keep records that readily identify and segregate transactions contemplated by this Agreement, including the identity and collection status of each Receivable purchased by the Borrower from any Originator and the Purchase Price Credits.

Servicer to Act as Collection Agent. (a) The Servicer shall service and administer the Receivables on behalf of the Borrower and the Administrator (for the benefit of the Lender Secured Parties) and shall have full power and authority, acting alone and/or through sub-Servicers as provided in Section 11.2.2(c), to do any and all things which it may deem reasonably necessary or desirable in connection with such servicing and administration and which are consistent with this Agreement. Consistent with the terms of this Agreement, the Servicer may waive, modify or vary any term of any Receivable or consent to the postponement of strict compliance with any such term or in any manner, grant indulgence to any Obligor if, in the Servicer’s reasonable determination, such waiver, modification, postponement or indulgence is not materially adverse to the interests of the Borrower or the Administrator (for the benefit of the Lender Secured Parties); provided, however, that the Servicer may not permit any modification with respect to any Receivable that would reduce the Unpaid Balance (except for actual payments thereof), or extend the due date thereof, except that the Servicer may take such actions with respect to Defaulted Receivables if such actions will, in the Servicer’s reasonable business judgment, maximize the Collections thereof. Without limiting the generality of the foregoing, the Servicer in its own name or in the name of the Borrower is hereby authorized and empowered by the Borrower when the Servicer believes it appropriate in its best judgment to execute and deliver, on behalf of the Borrower, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments, with respect to the Receivables. (b) The Servicer shall service and administer the Receivables by employing such procedures (including collection procedures) and degree of care, in each case consistent with applicable law, with the Credit and Collection Policy and with prudent industry standards, as are customarily employed by the Servicer in servicing and administering receivables owned or serviced by the Servicer comparable to the Receivables. The Servicer shall not take any action to impair the Administrator’s (for the benefit of the Lender Secured Parties) security interest in any Receivable, except to the extent allowed pursuant to this Agreement or required by law. (c) At any time while Jarden is acting as the Servicer hereunder, Jarden may delegate, and Jarden hereby advises the Lender Lenders and the Administrator that it has delegated, to each of the Originators, as a sub-Servicer of the Servicer, certain of its duties and responsibilities as the Servicer hereunder. Without the prior written consent of each of the AdministratorAdministrator and each Lender, Jarden shall not be permitted to delegate any of its duties or responsibilities as the Servicer to any Person other than (i) the Borrower, (ii) the Originators and (iii) with respect to certain Defaulted Receivables, outside collection agencies in accordance with its customary practices. Neither the Borrower nor any Originator shall be permitted to further delegate to any other Person any of the duties or responsibilities of the Servicer delegated to it by Jarden. If at any time following the occurrence and during the continuance of a Servicer Event of Default or Amortization Event, the Administrator shall designate as the Servicer any Person other than Jarden, all duties and responsibilities theretofore delegated by Jarden to the Borrower or any Originator may, at the discretion of any of the Administrator, be terminated forthwith on notice given by the Administrator to Jarden and to the Borrower and the applicable Originator. Notwithstanding the foregoing: (i) Jarden shall be and remain primarily liable to the Administrator and the Lender Lenders for the full and prompt performance of all duties and responsibilities of the Servicer hereunder, (ii) the Administrator and the Lender Lenders shall be entitled to deal exclusively with Jarden in matters relating to the discharge by the Servicer of its duties and responsibilities hereunder, (iii) the Administrator and the Lender Lenders shall not be required to give notice, demand or other communication to any Person other than Jarden in order for communication to the Servicer and its sub-Servicers or other delegate with respect thereto to be accomplished and (iv) Jarden, at all times that it is the Servicer, shall be responsible for providing any sub-Servicer or other delegate of the Servicer with any notice given to the Servicer under this Agreement. (d) Except as provided in the penultimate sentence of the preceding clause (c), the Administrator and the Lender Lenders shall not be required to give notice, demand or other communication to any Person other than Jarden in order for communication to the Servicer and its sub-Servicer or other delegate with respect thereto to be accomplished. Jarden, at all times that it is the Servicer, shall be responsible for providing any sub-Servicer or other delegate of the Servicer with any notice given to the Servicer under this Agreement. (e) The Servicer may take such actions as are necessary to discharge its duties as the Servicer in accordance with this Agreement, including the power to execute and deliver on behalf of the Borrower such instruments and documents as may be customary, necessary or desirable in connection with the performance of the Servicer’s duties under this Agreement (including consents, waivers and discharges relating to the Receivables). (f) The Servicer shall keep records that readily identify and segregate transactions contemplated by this Agreement, including the identity and collection status of each Receivable purchased by the Borrower from any Originator and the Purchase Price Credits.

Servicer to Act as Collection Agent. (a) The Servicer shall service and administer the Receivables on behalf of the Borrower and the Administrator (for the benefit of the Secured Parties) and shall have full power and authority, acting alone and/or through sub-Servicers as provided in Section 11.2.2(c), to do any and all things which it may deem reasonably necessary or desirable in connection with such servicing and administration and which are consistent with this Agreement. Consistent with the terms of this Agreement, the Servicer may waive, modify or vary any term of any Receivable or consent to the postponement of strict compliance with any such term or in any manner, grant indulgence to any Obligor if, in the Servicer’s reasonable determination, such waiver, modification, postponement or indulgence is not materially adverse to the interests of the Borrower or the Administrator (for the benefit of the Secured Parties); provided, however, that the Servicer may not permit any modification with respect to any Receivable that would reduce the Unpaid Balance (except for actual payments thereof), or extend the due date thereof, except that the Servicer may take such actions with respect to Defaulted Receivables if such actions will, in the Servicer’s reasonable business judgment, maximize the Collections thereof. Without limiting the generality of the foregoing, the Servicer in its own name or in the name of the Borrower is hereby authorized and empowered by the Borrower when the Servicer believes it appropriate in its best judgment to execute and deliver, on behalf of the Borrower, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge and all other comparable instruments, with respect to the Receivables. (b) The Servicer shall service and administer the Receivables by employing such procedures (including collection procedures) and degree of care, in each case consistent with applicable law, with the Credit and Collection Policy and with prudent industry standards, as are customarily employed by the Servicer in servicing and administering receivables owned or serviced by the Servicer comparable to the Receivables. The Servicer shall not take any action to impair the Administrator’s (for the benefit of the Secured Parties) security interest in any Receivable, except to the extent allowed pursuant to this Agreement or required by law. (c) At any time while Jarden is acting as the Servicer hereunder, Jarden may delegate, and Jarden hereby advises the Lender Lenders and the Administrator that it has delegated, to each of the Originators, as a sub-Servicer of the Servicer, certain of its duties and responsibilities as the Servicer hereunder. Without the prior written consent of each of the AdministratorAdministrator and each Lender, Jarden shall not be permitted to delegate any of its duties or responsibilities as the Servicer to any Person other than (i) the Borrower, (ii) the Originators and (iii) with respect to certain Defaulted Receivables, outside collection agencies in accordance with its customary practices. Neither the Borrower nor any Originator shall be permitted to further delegate to any other Person any of the duties or responsibilities of the Servicer delegated to it by Jarden. If at any time following the occurrence and during the continuance of a Servicer Event of Default or Amortization Event, the Administrator shall designate as the Servicer any Person other than Jarden, all duties and responsibilities theretofore delegated by Jarden to the Borrower or any Originator may, at the discretion of any of the Administrator, be terminated forthwith on notice given by the Administrator to Jarden and to the Borrower and the applicable Originator. Notwithstanding the foregoing: (i) Jarden shall be and remain primarily liable to the Administrator and the Lender Lenders for the full and prompt performance of all duties and responsibilities of the Servicer hereunder, (ii) the Administrator and the Lender Lenders shall be entitled to deal exclusively with Jarden in matters relating to the discharge by the Servicer of its duties and responsibilities hereunder, (iii) the Administrator and the Lender Lenders shall not be required to give notice, demand or other communication to any Person other than Jarden in order for communication to the Servicer and its sub-Servicers or other delegate with respect thereto to be accomplished and (iv) Jarden, at all times that it is the Servicer, shall be responsible for providing any sub-Servicer or other delegate of the Servicer with any notice given to the Servicer under this Agreement. (d) Except as provided in the penultimate sentence of the preceding clause (c), the Administrator and the Lender Lenders shall not be required to give notice, demand or other communication to any Person other than Jarden in order for communication to the Servicer and its sub-Servicer or other delegate with respect thereto to be accomplished. Jarden, at all times that it is the Servicer, shall be responsible for providing any sub-Servicer or other delegate of the Servicer with any notice given to the Servicer under this Agreement. (e) The Servicer may take such actions as are necessary to discharge its duties as the Servicer in accordance with this Agreement, including the power to execute and deliver on behalf of the Borrower such instruments and documents as may be customary, necessary or desirable in connection with the performance of the Servicer’s duties under this Agreement (including consents, waivers and discharges relating to the Receivables). (f) The Servicer shall keep records that readily identify and segregate transactions contemplated by this Agreement, including the identity and collection status of each Receivable purchased by the Borrower from any Originator and the Purchase Price Credits.