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 such 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 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. 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 such Grantor and the Obligors. 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 such Grantor, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to such Grantor in the same manner as if such payment had been made directly to such Grantor. 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 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 such Grantorthe Company, 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 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. Such Grantor 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 such Grantor the Company and the Obligors. Such Grantor 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 such Grantorthe Company, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to such Grantor the Company in the same manner as if such payment had been made directly to such Grantorthe Company. Such Grantor The 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 owes any Receivables to such Grantorthe Company, 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 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 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. Such Grantor 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 such Grantor the Company and the Obligors. Such Grantor 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 such Grantorthe Company, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to such Grantor the Company in the same manner as if such payment had been made directly to such Grantorthe Company. Such Grantor The 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 such Grantorthe Company, 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 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. Such Grantor 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 such Grantor the Company and the Obligors. Such Grantor 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 such Grantorthe Company, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to such Grantor the Company in the same manner as if such payment had been made directly to such Grantorthe Company. Such Grantor The 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 of default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to such Grantorthe Company, 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 of 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. Such Grantor The 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 such Grantor the Company and the Obligors. Such Grantor The 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 such Grantorthe Company, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to such Grantor the Company in the same manner as if such payment had been made directly to such Grantorthe Company. Such Grantor 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 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 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 of default under this Security Agreement, verify, directly with each person (collectively, the "Obligors") which owes any Receivables to such Grantorthe Company, 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 of 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. Such Grantor The 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 such Grantor the Company and the Obligors. Such Grantor The 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 such Grantorthe Company, as provided in this paragraph 1(j) and any such payment shall act as a discharge of any debt of such Obligor to such Grantor the Company in the same manner as if such payment had been made directly to such Grantorthe Company. Such Grantor 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 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).