Common use of Special Rights Regarding Receivables Clause in Contracts

Special Rights Regarding Receivables. The Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of the existence of any Event of Default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the Debtor, the Receivables in any manner. The Agent or any of its agents may, at any time from time to time after and during the continuance of an Event of Default under this Security Agreement, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors that all payments in connection with such obligations and the Collateral be made directly to the Agent in the Agent's name. If the Agent or any of its agents shall collect such obligations directly from the Obligors, the Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent or any of its agents shall deem appropriate. The Debtor directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Agent, the Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor and the Obligors. The Debtor further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent or the Agent's agents or designees to pay directly to the Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the Debtor, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor in the same manner as if such payment had been made directly to the Debtor. The Debtor agrees to take any and all action as the Agent may reasonably request to assist the Agent in exercising the rights described in this paragraph 1(j).

Special Rights Regarding Receivables. The Agent Lenders or any of its their agents may, at any time and from time to time in its sole discretion and irrespective of upon the existence of any Event of Default under this Security AgreementDefault, verify, directly with each person Person (collectively, the "“Obligors"”) which that owes any Receivables to the DebtorGrantor, the Receivables in any reasonable manner. The Agent Lenders or any of its their agents may, at any time from time to time after and during the continuance of an Event of Default under this Security AgreementDefault, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors that all payments in connection with such obligations and the Collateral be made directly to the Agent Lenders in the Agent's nameLenders’ names. If the Agent Lenders or any of its their agents shall collect such obligations directly from the Obligors, the Agent Lenders or any of its their agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent Lenders or any of its their agents shall deem appropriate. The Debtor Grantor directs and authorizes any and all of its present and future account debtors Obligors to comply with requests for information from the AgentLenders, the Agent's Lxxxxxx’ designees and agents and/or auditors, relating to any and all business transactions between the Debtor Grantor and the Obligors. The Debtor Grantor further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent Lenders or the Agent's Lenders’ agents or designees to pay directly to the Agent Lenders any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorGrantor, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Grantor in the same manner as if such payment had been made directly to the DebtorGrantor. The Debtor Gxxxxxx agrees to take any and all action as the Agent Lxxxxxx may reasonably request to assist the Agent Lxxxxxx in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of the existence of any Event event of Default default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the Debtorsuch Grantor, the Receivables in any manner. The Agent or any of its agents may, at any time from time to time after and during the continuance of an Event event of Default default under this Security Agreement, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors that all payments in connection with such obligations and the Collateral be made directly to the Agent in the Agent's name. If the Agent or any of its agents shall collect such obligations directly from the Obligors, the Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent or any of its agents shall deem appropriate. The Debtor Such Grantor directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Agent, the Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor such Grantor and the Obligors. The Debtor Such Grantor further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent or the Agent's agents or designees to pay directly to the Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the Debtorsuch Grantor, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor such Grantor in the same manner as if such payment had been made directly to the Debtorsuch Grantor. The Debtor Such Grantor agrees to take any and all action as the Agent may reasonably request to assist the Agent in exercising the rights described in this paragraph 1(j).

Special Rights Regarding Receivables. The Agent Lenders or any of its their agents may, at any time and from time to time in its sole discretion and irrespective of upon the existence of any Event of Default under this Security AgreementDefault, verify, directly with each person Person (collectively, the "“Obligors"”) which that owes any Receivables to the DebtorGrantor, the Receivables in any reasonable manner. The Agent Lenders or any of its their agents may, at any time from time to time after and during the continuance of an Event of Default under this Security AgreementDefault, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors that all payments in connection with such obligations and the Collateral be made directly to the Agent Lenders in the Agent's nameLenders’ names. If the Agent Lenders or any of its their agents shall collect such obligations directly from the Obligors, the Agent Lenders or any of its their agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent Lenders or any of its their agents shall deem appropriate. The Debtor Grantor directs and authorizes any and all of its present and future account debtors Obligors to comply with requests for information from the AgentLenders, the Agent's Lenders’ designees and agents and/or auditors, relating to any and all business transactions between the Debtor Grantor and the Obligors. The Debtor Grantor further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent Lenders or the Agent's Lenders’ agents or designees to pay directly to the Agent Lenders any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorGrantor, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Grantor in the same manner as if such payment had been made directly to the DebtorGrantor. The Debtor Grantor agrees to take any and all action as the Agent Lenders may reasonably request to assist the Agent Lenders in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Agent Lender or any of its agents may, at any time and from time to time in its sole discretion and irrespective of upon the existence of any Event of Default under this Security AgreementDefault, verify, directly with each person Person (collectively, the "“Obligors"”) which owes any Receivables to the DebtorGrantor, the Receivables in any reasonable manner. The Agent Lender or any of its agents may, at any time from time to time after and during the continuance of an Event of Default under this Security AgreementDefault, notify the Obligors of the security interest of the Agent for the benefit of the Lenders Lender in the Collateral and/or direct such Obligors that all payments in connection with such obligations and the Collateral be made directly to the Agent Lender in the Agent's Lender’s name. If the Agent Lender or any of its agents shall collect such obligations directly from the Obligors, the Agent Lender or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent Lender or any of its agents shall deem appropriate. The Debtor Grantor directs and authorizes any and all of its present and future account debtors Obligors to comply with requests for information from the AgentLender, the Agent's Lender’s designees and agents and/or auditors, relating to any and all business transactions between the Debtor Grantor and the Obligors. The Debtor Grantor further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent Lender or the Agent's Lender’s agents or designees to pay directly to the Agent Lender any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorGrantor, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Grantor in the same manner as if such payment had been made directly to the DebtorGrantor. The Debtor Grantor agrees to take any and all action as the Agent Lender may reasonably request to assist the Agent Lender in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Agent Bank or any of its agents may, at any time and from time to time in its sole discretion and irrespective of the existence of any following an Event of Default under this Security AgreementDefault, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the any Debtor, the Receivables in any reasonable manner. The Agent Bank or any of its agents may, at any time from time to time after and during the continuance of an Event of Default under this Security AgreementDefault, notify the Obligors of the security interest of the Agent for the benefit of the Lenders Bank in the Collateral and/or direct such Obligors that all payments in connection with such obligations and the Collateral be made directly to the Agent Bank in the AgentBank's name. If the Agent Bank or any of its agents shall collect such obligations directly from the Obligors, the Agent Bank or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent Bank or any of its agents shall deem appropriate. The Debtor directs Debtors direct and authorizes authorize any and all of its present and future account debtors Obligors to comply with requests for information from the AgentBank, the AgentBank's designees and agents and/or auditorsauditors issued pursuant to this Section, relating to any and all business transactions between the Debtor Debtors and the Obligors. The Debtor Debtors further directs direct and authorizes authorize all of its Obligors upon receiving a notice or request sent by the Agent Bank or the AgentBank's agents or designees pursuant to this Section to pay directly to the Agent Bank any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorDebtors, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Debtors in the same manner as if such payment had been made directly to the DebtorDebtors. The Debtor agrees Debtors agree to take any and all action as the Agent Bank may reasonably request to assist the Agent Bank in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Agent Lenders or any of its their agents may, at any time and from time to time in its their sole discretion and irrespective of upon the existence of any Event of Default under this Security AgreementDefault, verify, directly with each person Person (collectively, the "“Obligors"”) which that owes any Receivables to the DebtorGrantor, the Receivables in any reasonable manner. The Agent Lenders or any of its their agents may, at any time from time to time after and during the continuance of an Event of Default under this Security AgreementDefault, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors that all payments in connection with such obligations and the Collateral be made directly to the Agent Lenders in the Agent's nameLenders’ names. If the Agent Lenders or any of its their agents shall collect such obligations directly from the Obligors, the Agent Lenders or any of its their agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent Lenders or any of its their agents shall deem appropriate. The Debtor Grantor directs and authorizes any and all of its present and future account debtors Obligors to comply with requests for information from the AgentLenders, the Agent's Lxxxxxx’ designees and agents and/or auditors, relating to any and all business transactions between the Debtor Grantor and the Obligors. The Debtor Grantor further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent Lenders or the Agent's Lenders’ agents or designees to pay directly to the Agent Lenders any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorGrantor, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Grantor in the same manner as if such payment had been made directly to the DebtorGrantor. The Debtor Gxxxxxx agrees to take any and all action as the Agent Lxxxxxx may reasonably request to assist the Agent Lxxxxxx in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Administrative Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of upon the existence of any Event event of Default default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the DebtorCompany, the Receivables in any manner. The Administrative Agent or any of its agents may, at any time from time to time after and during the continuance of an Event event of Default default under this Security Agreement, notify the Obligors of the security interest of the Administrative Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors account debtors that all payments in connection with such obligations and the Collateral be made directly to the Administrative Agent in the Administrative Agent's name. If the Administrative Agent or any of its agents shall collect such obligations directly from the Obligors, the Administrative Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Administrative Agent or any of its agents shall deem appropriate. The Debtor Company directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Administrative Agent, the Administrative Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor Company and the Obligors. The Debtor Company further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Administrative Agent or the Administrative Agent's agents or designees to pay directly to the Administrative Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorCompany, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Company in the same manner as if such payment had been made directly to the DebtorCompany. After and during the continuance of an event of default, (i) all amounts and proceeds (including instruments) received by the Company in respect of the Receivables shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of the Company and shall be forthwith paid over to the Administrative Agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and either (A) released to the Company so long as no event of default shall have occurred and be continuing or (B) if any event of default shall have occurred and be continuing, applied by the Administrative Agent to the Secured Obligations, whether or not then due or payable, and (ii) the Company shall not adjust, settle or compromise the amount or payment of any Receivable, release wholly or partly any Obligor thereof, or allow any credit or discount thereon. The Debtor Company agrees to take any and all action as the Administrative Agent may reasonably request to assist the Administrative Agent in exercising the rights described in this paragraph Paragraph 1(j).

Special Rights Regarding Receivables. The Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of the existence of any Event event of Default default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the DebtorCompany, the Receivables in any manner, provided that the Agent will not contact Chrysler or General Motors for such purpose more than twice a year for each of them if no event of default exists. The Agent or any of its agents may, at any time from time to time after and during the continuance of an Event event of Default default under this Security Agreement, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors account debtors that all payments in connection with such obligations and the Collateral be made directly to the Agent in the Agent's name. If the Agent or any of its agents shall collect such obligations directly from the ObligorsObligors after any event of default, the Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent or any of its agents shall deem appropriate. The Debtor After any event of default, the Company directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Agent, the Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor Company and the Obligors. The Debtor After any event of default, the Company further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent or the Agent's agents or designees to pay directly to the Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorCompany, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Company in the same manner as if such payment had been made directly to the DebtorCompany. The Debtor Company agrees to take any and all action as the Agent may reasonably request to assist the Agent in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of the existence of any Event event of Default default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the DebtorCompany, the Receivables in any manner. The Agent or any of its agents may, at any time from time to time after and during the continuance of an Event event of Default default under this Security Agreement, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors account debtors that all payments in connection with such obligations and the Collateral be made directly to the Agent in the Agent's name. If the Agent or any of its agents shall collect such obligations directly from the Obligors, the Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent or any of its agents shall reasonably deem appropriate. The Debtor Company directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Agent, the Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor Company and the Obligors. The Debtor Company further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent or the Agent's agents or designees to pay directly to the Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorCompany, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Company in the same manner as if such payment had been made directly to the DebtorCompany. The Debtor Company agrees to take any and all action as the Agent may reasonably request to assist the Agent in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Upon an Event of Default, the Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of the existence of any Event of Default under this Security Agreement, may verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the DebtorCompany, the Receivables in any manner. The Agent or any of its agents may, at any time from time to time after and during the continuance of an Event of Default under this Security AgreementDefault, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors account debtors that all payments in connection with such obligations and the Collateral be made directly to the Agent in the Agent's name. If the Agent or any of its agents shall collect such obligations directly from the Obligors, the Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent or any of its agents shall deem appropriate. The Debtor Upon an Event of Default, the Company directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Agent, the Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor Company and the Obligors. The Debtor Upon an Event of Default, the Company further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent or the Agent's agents or designees to pay directly to the Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorCompany, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Company in the same manner as if such payment had been made directly to the DebtorCompany. The Debtor Company agrees to take any and all action as the Agent may reasonably request to assist the Agent in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of the existence of any Event of Default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which that owes any Receivables to the DebtorCompany, the Receivables in any manner. The Agent or any of its agents may, at any time from time to time after and during the continuance of an Event of Default under this Security Agreementin its sole discretion, notify the Obligors of the security interest of the Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors account debtors that all payments in connection with such obligations and the Collateral be made directly to the Agent in the Agent's name. If the Agent or any of its agents shall collect such obligations directly from the Obligors, the Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Agent or any of its agents shall deem appropriate. The Debtor Company directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Agent, the Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor Company and the Obligors. The Debtor Company further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Agent or the Agent's agents or designees to pay directly to the Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorCompany, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Company in the same manner as if such payment had been made directly to the DebtorCompany. The Debtor Company agrees to take any and all action as the Agent may reasonably request to assist the Agent in exercising the rights described in this paragraph 1(j)Section.

Special Rights Regarding Receivables. The Administrative Agent or any of its agents may, at any time and from time to time in its sole discretion and irrespective of upon the existence of any Event event of Default default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to the DebtorCompany, the Receivables in any manner. The Administrative Agent or any of its agents may, at any time from time to time after and during the continuance of an Event event of Default default under this Security Agreement, notify the Obligors of the security interest of the Administrative Agent for the benefit of the Lenders in the Collateral and/or direct such Obligors account debtors that all payments in connection with such obligations and the Collateral be made directly to the Administrative Agent in the Administrative Agent's name. If the Administrative Agent or any of its GUARANTOR SECURITY AGREEMENT agents shall collect such obligations directly from the Obligors, the Administrative Agent or any of its agents shall have the right to resolve any disputes relating to returned goods directly with the Obligors in such manner and on such terms as the Administrative Agent or any of its agents shall deem appropriate. The Debtor Company directs and authorizes any and all of its present and future account debtors to comply with requests for information from the Administrative Agent, the Administrative Agent's designees and agents and/or auditors, relating to any and all business transactions between the Debtor Company and the Obligors. The Debtor Company further directs and authorizes all of its Obligors upon receiving a notice or request sent by the Administrative Agent or the Administrative Agent's agents or designees to pay directly to the Administrative Agent any and all sums of money or proceeds now or hereafter owing by the Obligors to the DebtorCompany, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to the Debtor Company in the same manner as if such payment had been made directly to the DebtorCompany. After and during the continuance of an event of default, (i) all amounts and proceeds (including instruments) received by the Company in respect of the Receivables shall be received in trust for the benefit of the Administrative Agent hereunder, shall be segregated from other funds of the Company and shall be forthwith paid over to the Administrative Agent in the same form as so received (with any necessary endorsement) to be held as cash collateral and either (A) released to the Company so long as no event of default shall have occurred and be continuing or (B) if any event of default shall have occurred and be continuing, applied by the Administrative Agent to the Secured Obligations, whether or not then due or payable, and (ii) the Company shall not adjust, settle or compromise the amount or payment of any Receivable, release wholly or partly any Obligor thereof, or allow any credit or discount thereon. The Debtor Company agrees to take any and all action as the Administrative Agent may reasonably request to assist the Administrative Agent in exercising the rights described in this paragraph Paragraph 1(j).