Common use of Collateral Administration Clause in Contracts

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors at the locations set forth on Schedule 5.18B hereto and shall not, without thirty calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either Obligor, to verify the validity, amount or any other matter relating to any Accounts of either Obligor. Obligors shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to Obligors. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 10,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hourshours and, upon reasonable advance notice to Borrower if no Event of Default has occurred and is continuing, in the name of Lender, any designee of Lender or either ObligorBorrower, to review the books and records of Borrower verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors Borrower and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrowers maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days (10) Business Days after the date of this Agreement (or ten calendar days (10) Business Days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's ’s lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B 4.15 hereto and shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto or in transit to and from such locations (other than immaterial property, the nature and use of which reasonably requires its location at other sites) and shall not, without thirty twenty (20) calendar days prior written notice to Lender, be moved therefromtherefrom (other than to another such location), and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 10,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by LenderLender upon or at any time after the occurrence and during the continuation of an Event of Default, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit be available to the amount of such excess to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. Unless a Default or Event of Default exists and is continuing, (i) Lender shall not charge Borrower more than four (4) times per calendar year for such verification processes and (ii) Lender shall give Borrower reasonable notice before commencing such verification processes. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretionPermitted Discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations Borrower and warranties under this Agreement)Guarantors, all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors each Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain Borrower and/or any Guarantors maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United Untied States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. So long as no Default or Event of Default exists, Borrower shall only be required to pay for four (4) such searches in any calendar year. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall upon the occurrence and during the continuation of an Event of Default, provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor Debtor, and upon any failure to send such notices, Borrower hereby authorizes Lender to send any and all similar notices to such Account Debtors, (iii) shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iiiiv) shall do anything further that may be lawfully required by Lender to create and perfect Lender's ’s lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately promptly deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors each Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of PHC-Michigan or PHC-Utah (or any other Borrower whose Accounts may be included at any time in the future within the Borrowing Base) in an aggregate face amount in excess of $25,000 10,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, each such Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one following the discovery of its officers, directors or members of senior management becomes aware of it such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, each Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the -- 38 -- extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit be available to the amount of such excess to Borrower within two Business Daysupon Borrower's written request. (c) Whether or not an Event of Default has occurred, upon prior written notice to Borrower, any of Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either Obligorany Borrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorany Borrower; provided that such prior written notice to Borrower is not required if a Default or Event of Default has occurred and be continuing. Obligors Each Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors each Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor any Borrower other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower, and (ii) Medicaid/Medicare Account Debtors that such Borrower has waived any and all defenses and counterclaims it may have or could interpose in any such action or procedure brought by Lender to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to any Account or other Collateral and that Lender is seeking or may seek to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors each Borrower and Guarantor (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain any Borrower and/or Guarantor maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. UCC searches shall be conducted at the expense of Borrower on a quarterly basis; provided, that Lender shall have the right to conduct such searches more frequently at its expense and, if a Default or Event of Default shall have occurred, at the expense of Borrower. (f) Each Obligor of PHC-Michigan and PHC-Utah (and any other Borrower whose Accounts may be included at any time in the future within the Borrowing Base) (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor (other than Medicaid/Medicare Account Debtors) that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor such Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor such Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral. Notwithstanding any provision of this subsection (f) to the -- 39 -- contrary, following the occurrence of an Event of Default each Borrower shall comply with the provisions of this subsection (f) if directed by Lender.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain Borrower and/or any Guarantors maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) in the event that Borrower and Lender enter into a Lockbox Account other than the one in existence as of the Closing Date, shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors each Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of PHC-Michigan or PHC-Utah (or any other Borrower whose Accounts may be included at any time in the future within the Borrowing Base) in an aggregate face amount in excess of $25,000 10,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, each such Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one following the discovery of its officers, directors or members of senior management becomes aware of it such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, each Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit be available to the amount of such excess to Borrower within two Business Daysupon Borrower's written request. (c) Whether or not an Event of Default has occurred, upon prior written notice to Borrower, any of Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either Obligorany Borrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorany Borrower; provided that such prior written notice to Borrower is not required if a Default or Event of Default has occurred and be continuing. Obligors Each Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors each Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the 126 right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor any Borrower other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower, and (ii) Medicaid/Medicare Account Debtors that such Borrower has waived any and all defenses and counterclaims it may have or could interpose in any such action or procedure brought by Lender to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to any Account or other Collateral and that Lender is seeking or may seek to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors each Borrower and Guarantor (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain any Borrower and/or Guarantor maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. UCC searches shall be conducted at the expense of Borrower on a quarterly basis; provided, that Lender shall have the right to conduct such searches more frequently at its expense and, if a Default or Event of Default shall have occurred, at the expense of Borrower. (f) Each Obligor of PHC-Michigan and PHC-Utah (and any other Borrower whose Accounts may be included at any time in the future within the Borrowing Base) (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor (other than Medicaid/Medicare Account Debtors) that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor such Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor such Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral. Notwithstanding any provision of this subsection (f) to the contrary, following the occurrence of an Event of Default each Borrower shall comply with the provisions of this subsection (f) if directed by Lender.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B 4.15 hereto and ------------- shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after upon the occurrence of and during the continuance existence of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B of the Disclosure Letter hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 20,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit be available to the amount of such excess to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain Borrower and/or any Guarantors maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B hereto SCHEDULE 4.15 and shall not, without thirty calendar days the prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall reasonably request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 100,000.00 have become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, upon an Event of Default, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not Upon the occurrence and during the continuance of an Event of Default has occurredDefault, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, or any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All tangible Collateral (except Deposit excluding Lockbox Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may reasonably request. In addition, if after the Closing Date, Accounts of Borrower in an aggregate face amount in excess of $25,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily that are Eligible Receivables monthly as Lender may request, including all Accounts that are Eligible Receivables created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be promptly provided to Borrower (and in any event within two (2) Business DaysDays of Lender’s receipt). (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default (i) to notify Account Debtors owing Accounts that are Eligible Receivables to either Obligor Borrower that their Accounts have been assigned to Lender and (ii) to collect such Accounts directly in its own name and to charge its reasonable and actual collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As Prior to the Closing, as and when determined by Lender in its sole discretionPermitted Discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and any Guarantor (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: Borrower’s representations): (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices offices, as necessary, of each jurisdiction where Obligors maintain their Borrower and/or any Guarantor maintains its respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. After the Closing, as and when determined by Lender in its Permitted Discretion, Lender will perform the searches described in clauses (x) and (y) below against Borrower and Guarantors (the results of which are to be consistent with Borrower’s representations and warranties under this Agreement), not more often than quarterly at Borrower’s expense, unless a Default or an Event of Default has occurred and is continuing in which case such searches shall be conducted as often as Lender deems reasonably appropriate at Borrower’s expense: (x) UCC searches with the Secretary of State and local filing offices, as necessary, of each jurisdiction where Borrower and/or any Guarantor is incorporated or formed; and (y) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction where Borrower and/or any Guarantor maintain its respective executive offices, a place of business or assets. (f) Each Obligor Borrower (i) shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, (ii) shall provide prompt written notice to its current bank to transfer all items, collections and remittances in the Lockbox Accounts to the Concentration Account, (iiiii) after the occurrence and during the continuance of an Event of Default and upon Lender’s request, shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iiiiv) shall do anything further that may be lawfully and reasonably required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B EXHIBIT D hereto and shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Qualified Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender▇▇▇▇▇▇, Borrower ▇▇▇▇▇▇▇▇ shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's fees, attorneys' fees to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may reasonably request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 10,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may reasonably request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretionPermitted Discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors each Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrower and/or any Guarantors maintain their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's ’s lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B Exhibit C hereto and shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 that were previously included in the Borrowing Base become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after following such occurrence (provided, however, that for Accounts that are categorized under Section 1.42(b), Borrower or any one shall notify Lender of its officers, directors or members of senior management becomes aware of it such occurrence within fourteen (14) days) and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrowers at the locations set forth on Schedule 5.18B hereto hereto, and such other locations as Borrowers shall not, without thirty identify to Agent upon ten (10) calendar days prior written notice to Lender, be moved therefromnotice, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender Agent on such periodic bases as Lender Agent may request. In addition, if Accounts of any Borrower in an aggregate face amount in excess of $25,000 200,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower Borrowers shall notify Lender Agent of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by LenderAgent, Borrower after the occurrence and during the continuance of an Event of Default, Borrowers shall execute and deliver to Lender Agent formal written assignments of all of its Accounts weekly or daily as Lender Agent may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To Subject to the Senior Mortgage/Revolving Lender Intercreditor Agreement, to the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of BorrowerBorrowers, but Lender shall remit be available to Borrowers upon Borrowers' written request and so long as the amount of such excess Senior Mortgage Loan shall remain outstanding, shall be disbursed on each Business Day to Borrower within two Business Daysthe Senior Mortgage Loan Blocked Account. (c) Whether or not an Event of Default has occurred, any of LenderAgent's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of LenderAgent, any designee of Lender Agent or either Obligorany Borrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower; provided that unless an Event of Default has occurred and is continuing, such verification shall only verify account balances and shall not give notice of Agent's security interest. Obligors Borrowers shall cooperate fully with Lender Agent in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors each Borrower shall endeavor in the first instance to make collection of its Accounts for LenderAgent. Lender Agent shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor Borrowers other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender Agent and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrowers, and (ii) Medicaid/Medicare Account Debtors that Borrowers have waived any and all defenses and counterclaims they may have or could interpose in any such action or procedure brought by Agent to obtain a court order recognizing the collateral assignment or security interest and lien of Agent in and to any Account or other Collateral payable by Medicaid/Medicare Account Debtors and that Agent is seeking or may seek to obtain a court order recognizing the collateral assignment or security interest and lien of Agent in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender Agent in its sole discretionPermitted Discretion, Lender Agent will perform the searches described in clauses (i) and (ii) below against Obligors Borrowers and Guarantors (the results of which are to be consistent with ObligorsBorrowers' representations and warranties under this Agreement), all at ObligorsBorrowers' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors any Borrower and/or any Guarantors are organized and/or maintain their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above, provided that unless an Event of Default shall have occurred and during the continuance thereof, the Borrowers shall not be required to pay for more than one such search in any fiscal quarter under clause (i) and clause (ii) above. (f) Each Obligor Borrowers (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted (other than a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor Private Pay Debtor) directing them to make payments to the appropriate Lockbox Account, and each Obligor Borrowers hereby authorizes LenderAgent, upon any failure to send such notices notice and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor (other than a Private Pay Debtor)), to send any and all similar notices and directions to such Account Debtors, Debtors and (iii) shall do anything such further acts and deeds that may be lawfully required by Lender Agent to create and make, create, maintain, continue or perfect LenderAgent's lien on any collateral and effectuate security interest in the intentions of Lockbox Accounts or the Loan DocumentsCollateral. At LenderAgent's request, each Obligor Borrowers shall immediately deliver to Lender Agent all items for which Lender Agent must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting CollateralCollateral except for promissory notes in a principal amount less than $100,000 provided that the aggregate principal amount of all such promissory notes shall be less than $500,000.

Collateral Administration. (a) All Collateral (except Deposit AccountsAccounts and equipment located at the premises of clients and used in their ordinary course of business) will at all times be kept by Obligors Borrowers at the locations set forth on Schedule 5.18B hereto hereto, and such other locations as Borrowers shall not, without thirty identify to Agent upon ten (10) calendar days prior written notice to Lender, be moved therefromnotice, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender Agent on such periodic bases as Lender Agent may request. In addition, if Accounts of any Borrower in an aggregate face amount in excess of $25,000 200,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower Borrowers shall notify Lender Agent of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by LenderAgent, Borrower after the occurrence and during the continuance of an Event of Default, Borrowers shall execute and deliver to Lender Agent formal written assignments of all of its Accounts weekly or daily as Lender Agent may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of BorrowerBorrowers, but Lender shall remit the amount of such excess be available to Borrower within two Business DaysBorrowers upon Borrowers' written request. (c) Whether or not an Event of Default has occurred, any of LenderAgent's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of LenderAgent, any designee of Lender Agent or either Obligorany Borrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower; provided that unless an Event of Default has occurred and is continuing, such verification shall only verify account balances and shall not give notice of Agent's security interest. Obligors Borrowers shall cooperate fully with Lender Agent in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors each Borrower shall endeavor in the first instance to make collection of its Accounts for LenderAgent. Lender Agent shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor Borrowers other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender Agent and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrowers, and (ii) Medicaid/Medicare Account Debtors that Borrowers have waived any and all defenses and counterclaims they may have or could interpose in any such action or procedure brought by Agent to obtain a court order recognizing the collateral assignment or security interest and lien of Agent in and to any Account or other Collateral payable by Medicaid/Medicare Account Debtors and that Agent is seeking or may seek to obtain a court order recognizing the collateral assignment or security interest and lien of Agent in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender Agent in its sole discretionPermitted Discretion, Lender Agent will perform the searches described in clauses (i) and (ii) below against Obligors Borrowers and Guarantors (the results of which are to be consistent with ObligorsBorrowers' representations and warranties under this Agreement), all at ObligorsBorrowers' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors any Borrower and/or any Guarantors are organized and/or maintain their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above, provided that unless an Event of Default shall have occurred and during the continuance thereof, the Borrowers shall not be required to pay for more than one such search in any fiscal quarter under clause (i) and clause (ii) above. (f) Each Obligor Borrowers (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted (other than a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor Private Pay Debtor) directing them to make payments to the appropriate Lockbox Account, and each Obligor Borrowers hereby authorizes LenderAgent, upon any failure to send such notices notice and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor (other than a Private Pay Debtor)), to send any and all similar notices and directions to such Account Debtors, Debtors and (iii) shall do anything such further acts and deeds that may be lawfully required by Lender Agent to create and make, create, maintain, continue or perfect LenderAgent's lien on any collateral and effectuate security interest in the intentions of Lockbox Accounts or the Loan DocumentsCollateral. At LenderAgent's request, each Obligor Borrowers shall immediately deliver to Lender Agent all items for which Lender Agent must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting CollateralCollateral except for promissory notes in a principal amount less than $100,000 provided that the aggregate principal amount of all such promissory notes shall be less than $500,000.

Collateral Administration. (a) All Borrower shall cause all Collateral (except Deposit Accounts) will at all times to be kept by Obligors at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved remove or permit the removal therefrom, and in any case shall not be moved move any Collateral outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 75,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hourshours upon reasonable notice, (except upon the occurrence and during the continuance of an Event of Default, in which event no such notice shall be required) in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrower and/or Guarantor maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's ’s lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto 3.3(a) and shall not, without thirty calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside from such locations without the continental United Statesprior written consent of Lender, which consent shall not be unreasonably withheld. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, Lender or any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys’ fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefromtherefrom unless Lender has entered into the necessary documents to perfect and enforce its security interest therein at such new location, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 30,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If Following the occurrence and during the continuance of an Event of Default, if requested by Lender, Borrower shall execute and deliver to Lender formal written assignments (or, in the case of Medicaid/Medicare Account Debtors, documents necessary to comply with the Federal Assignment of Claims Act) of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower's written request. (c) Whether Following an occurrence or not during the continuance of an Event of Default has occurredDefault, any of Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor Borrower other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower, and (ii) Medicaid/Medicare Account Debtors that Borrower has waived any and all defenses and counterclaims it may have or could interpose in any such action or procedure brought by Lender to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to any Account or other Collateral and that Lender is seeking or may seek to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender in its sole discretiondiscretion but not more often than four (4) times per year prior to the occurrence and continuance of an Event of Default, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors each Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrower and/or any Guarantors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor (other than Medicaid/Medicare Account Debtors) that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor Borrower shall immediately deliver or make arrangements to deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 100,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Billed Receivables or Eligible Unbilled Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower's written request. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretionPermitted Discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: , provided that unless an Event of Default has occurred and during the continuance thereof, Borrower shall not pay for more than one such search per calendar quarter: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrower and/or any Guarantors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership state tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i1) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall shall, upon the occurrence and during the continuance of an Event of Default, provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and Debtor; (iii) shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iiiiv) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B hereto 4.15 and shall not, without thirty calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside from such locations without the continental United Statesprior written consent of Lender, which consent shall not be unreasonably withheld. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one following Borrower’s discovery of its officers, directors or members of senior management becomes aware of it such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestweekly, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, Lender or any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. : Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys’ fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B 4.15 hereto and shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower following such occurrence (or any one immediately upon Borrower's preparation of its officersa monthly aging schedule if the reason for ineligibility is that the Account has remained unpaid for longer than the applicable period for Qualified Accounts), directors or members of senior management becomes aware of it and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's fees, attorneys' fees to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B 5.18 hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 250,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third Business Day after Borrower or any one report due on the fifteenth (15th) day of its officers, directors or members of senior management becomes aware of it each month unless an earlier Request for Advance is submitted following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit be available to the amount of such excess to Borrower within two Business Daysupon Borrower's written request. (c) Whether or not an Event of Default has occurred, any of the Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor Borrower other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower, and (ii) Medicaid/Medicare Account Debtors that Borrower has waived any and all defenses and counterclaims it may have or could interpose in any such action or procedure brought by Lender to obtain a court order recognizing the assignment or security interest and lien of Lender in and to any Account or other Collateral and that Lender is seeking or may seek to obtain a court order recognizing the assignment or security interest and lien of Lender in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender in its sole reasonable discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain Borrower and/or any Guarantors maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) abovebelow. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) upon Lender's request after an Event of Default shall have occurred and be continuing, shall provide prompt written notice to each Account Debtor (other than Medicaid/Medicare Account Debtors) that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account DebtorsDebtors as set forth on Schedule 2.16 hereto, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paperchattel paper, warehouse receipts, Instrumentsinstruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsthe Depository Account) will at all times be kept by Obligors the applicable Borrower at the locations its principal office(s) as set forth on Schedule 5.18B hereto 4.15 hereto, or at the applicable Facility or Property (as the case may be), and shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor shall keep accurate and complete records of its If Qualified Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, the Accounts Receivable Borrower shall notify Lender of such occurrence on the third Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days.31 (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either Obligorthe Borrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorAccounts Receivable Borrowers by mail, telephone, telegraph or otherwise (provided, however, Lender agrees that prior to the occurrence of an Event of Default, Lender agrees to verify any such matter in the name of the Parent or the applicable Accounts Receivable Borrower). Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors the Accounts Receivable Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to Obligors. (e) As and when determined by Lender in its sole discretionthe Accounts Receivable Borrower. Notwithstanding the foregoing, Lender will perform and Borrower acknowledge and agree that the searches described in clauses (i) Accounts Receivable Collateral is subject to the Subordination Agreement by and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement)among Meditrust, all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors Lender and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) aboveAccounts Receivable Borrowers. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B hereto 4.15 and shall not, without thirty calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside from such locations without the continental United Statesprior written consent of Lender, which consent shall not be unreasonably withheld. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by LenderLender upon an event which, with the giving of notice or the lapse of time, or both, could constitute an Event of Default, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, Lender or any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B SCHEDULE 4.15 hereto and shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower following such occurrence (or any one immediately upon Borrower's preparation of its officersa monthly aging schedule if the reason for ineligibility is that the Account has remained unpaid for longer than the applicable period for Qualified Accounts), directors or members of senior management becomes aware of it and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's fees, attorneys' fees to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except funds required to be deposited in the Controlled Deposit Accounts) will at all times be kept by Obligors Borrowers at the locations set forth on Schedule 5.18B 5.17B (including warehouses) hereto and shall not, without thirty calendar days prior concurrent written notice to Lender, be moved therefrom, therefrom and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrowers shall in all material respects keep accurate and complete records of its their Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may request. In additionAfter the occurrence and during the continuance of an Event of Default, if Accounts of Borrower in an aggregate face amount in excess of $25,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivablesand upon Lender’s request, Borrower shall notify Lender of such occurrence on the third Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower Borrowers shall execute and deliver to Lender formal written assignments of all of its their Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts Accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of BorrowerBorrowers, but Lender shall remit the amount of such excess be available to Borrower within two Business DaysBorrowers upon Borrowers’ written request. (c) Whether or not an Event of Default has occurred, any Any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either Obligorhours upon reasonable prior notice to Borrowers, to verify the validity, amount or any other matter relating to any Accounts of either ObligorAccounts. Obligors Borrowers shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification processverification. (d) To expedite collection, Obligors shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrowers that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's attorneys’ fees, to ObligorsBorrowers. (e) As and when determined by Lender in its sole discretionPermitted Discretion, Lender will shall have the right to perform the searches described in clauses (i) and (ii) below against Obligors Borrowers and Guarantors (the results of which are to be consistent with Obligors' Borrowers’ representations and warranties under this Agreement), all at Obligors' Borrowers’ reasonable expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and or local filing offices of the state where each jurisdiction where Obligors maintain their respective executive offices, a place of business or assetsBorrower is organized; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) bankruptcy, judgment, federal federal, state and local tax lien and corporate and partnership tax lien litigation searches, in each jurisdiction searched under clause (i) abovein which such actions, or Liens may be recorded. (f) Each Obligor Borrowers (i) shall provide prompt written notice to its their current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox AccountControlled Deposit Account as set forth in Section 2.5, and each Obligor Borrowers hereby authorizes authorize Lender, upon any failure to send such notices and directions within ten calendar (10) days after the date of this Agreement (or ten calendar (10) days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.and

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 35,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on with the third Business Day after Borrower or any one of its officersnext succeeding Borrowing Certificate containing an aging report as required in Section 2.4, directors or members of senior management becomes aware of it and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by LenderLender after the occurrence or during the continuation of an Event of Default, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor Borrower other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower, and (ii) Medicaid/Medicare Account Debtors that Borrower has waived any and all defenses and counterclaims it may have or could interpose in any such action or procedure brought by Lender to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to any Account or other Collateral and that Lender is seeking or may seek to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors each Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrower and/or any Guarantors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor (other than Medicaid/Medicare Account Debtors) that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's ’s lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B Exhibit C hereto and shall --------- not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts -Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may requestrequest in its Permitted Discretion. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 10,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower's written request. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hourshours and, upon reasonable advanced notice to Borrower if no Event of Default has occurred and is continuing, in the name of Lender, any designee of Lender or either ObligorBorrower, to review the books and records of Borrower to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain Borrower and/or any Guarantors maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days (10) Business Days after the date of this Agreement (or ten calendar days (10) Business Days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor Borrower shall immediately deliver to Lender all the following items for which Lender must receive possession to obtain a perfected security interest and interest: all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United StatesStates except for shipments of Inventory in the ordinary course of business. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestAccounts, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto; provided, that as long as no Default or Event of Default shall have occurred Lender shall not request the assignment of Accounts more than once per calendar month. To the extent that collections from such assigned accounts Accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower’s written request. (c) Whether or not an Event of Default has occurred, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully reasonably with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors Borrower and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrower maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days (10) Business Days after the date of this Agreement (or ten calendar days (10) Business Days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's ’s lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal offices) as set forth on Schedule 5.18B 4.15 hereto and shall not, without thirty calendar days the prior written notice to approval of Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 150,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If reasonably requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not If an Event of Default has occurredoccurred and is continuing, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, subject to applicable law regarding Medicaid/Medicare Account Debtors, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the collection costs and expenses, including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B 5.18 hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 250,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third Business Day after Borrower or any one report due on the fifteenth (15th) day of its officers, directors or members of senior management becomes aware of it each month unless an earlier Request for Advance is submitted following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit be available to the amount of such excess to Borrower within two Business Daysupon Borrower's written request. (c) Whether or not an Event of Default has occurred, any of the Lender's officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor Borrower other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower, and (ii) Medicaid/Medicare Account Debtors that Borrower has waived any and all defenses and counterclaims it may have or could interpose in any such action or procedure brought by Lender to obtain a court order recognizing the assignment or security interest and lien of Lender in and to any Account or other Collateral and that Lender is seeking or may seek to obtain a court order recognizing the assignment or security interest and lien of Lender in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender in its sole reasonable discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors each Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain Borrower and/or any Guarantors maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) abovebelow. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) upon Lender's request after an Event of Default shall have occurred and be continuing, shall provide prompt written notice to each Account Debtor (other than Medicaid/Medicare Account Debtors) that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account DebtorsDebtors as set forth on Schedule 2.16 hereto, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paperchattel paper, warehouse receipts, Instrumentsinstruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will shall at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B hereto 4.15 and shall not, not be moved from such locations without thirty calendar days (i) providing prior written notice to Lender in accordance with Section 6.15, and (ii) obtaining the prior written consent of Lender, be moved therefrom, and in any case which consent shall not be moved outside the continental United Statesunreasonably withheld. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, Lender or any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default any time to notify Account Debtors owing Accounts (subject to either Obligor applicable law regarding Medicaid/Medicare Account Debtors) that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsLender. (e) As and when determined by Lender Borrower shall bear the risk of loss on all Collateral, regardless of whether such Collateral is in its sole discretionthe possession or control of Borrower, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive officesLender, a place of business bailee or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting CollateralPerson.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside the continental United StatesStates except as provided for in this Agreement. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may requestrequest in its Permitted Discretion. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 100,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on or before the third (3rd) Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by LenderLender after the occurrence and continuation of an Event of Default, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as often as Lender may reasonably request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts Accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower's written request. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives or agents shall have the rightright upon three (3) Business Days' prior written notice to Borrower, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify Account Debtors owing Accounts to either Obligor Borrower that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretionPermitted Discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower's representations and warranties under this Agreement), all at Obligors' Borrower's expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain Borrower and/or any Guarantors maintains their respective executive offices, a place of business or assets; and (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) abovebelow. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral secure Lender and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor Borrower shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accounts) will at all times be kept by Obligors Borrower at the locations set forth on Schedule 5.18B hereto and shall not, without thirty (30) calendar days prior written notice to Lender, be moved therefromtherefrom unless Lender has entered into the necessary documents to perfect and enforce its security interest therein at such new location, and in any case shall not be moved outside the continental United States. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases as Lender may request. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 30,000 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible Receivables, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If Following the occurrence and during the continuance of an Event of Default, if requested by Lender, Borrower shall execute and deliver to Lender formal written assignments (or, in the case of Medicaid/Medicare Account Debtors, documents necessary to comply with the Federal Assignment of Claims Act) of all of its Accounts weekly or daily as Lender may request, including all Accounts created since the date of the last assignment, together with copies of claims, invoices and/or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess be available to Borrower within two Business Daysupon Borrower’s written request. (c) Whether Following an occurrence or not during the continuance of an Event of Default has occurredDefault, any of Lender's ’s officers, employees, representatives or agents shall have the right, at any time during normal business hours, in the name of Lender, any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts or Inventory of either ObligorBorrower. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have the right at all times after the occurrence and during the continuance of an Event of Default to notify (i) Account Debtors owing Accounts to either Obligor Borrower other than Medicaid/Medicare Account Debtors that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge collection costs and expenses, including reasonable attorney's ’s fees, to ObligorsBorrower, and (ii) Medicaid/Medicare Account Debtors that Borrower has waived any and all defenses and counterclaims it may have or could interpose in any such action or procedure brought by Lender to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to any Account or other Collateral and that Lender is seeking or may seek to obtain a court order recognizing the collateral assignment or security interest and lien of Lender in and to all Accounts and other Collateral payable by Medicaid/Medicare Account Debtors. (e) As and when determined by Lender in its sole discretiondiscretion but not more often than four (4) times per year prior to the occurrence and continuance of an Event of Default, Lender will perform the searches described in clauses (i) and (ii) below against Obligors Borrower and Guarantors (the results of which are to be consistent with Obligors' Borrower’s representations and warranties under this Agreement), all at Obligors' Borrower’s expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors each Borrower and Guarantor and the Secretary of State and local filing offices of each jurisdiction where Obligors Borrower and/or any Guarantors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor Borrower (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor (other than Medicaid/Medicare Account Debtors) that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor Borrower hereby authorizes Lender, upon any failure to send such notices and directions within ten (10) calendar days after the date of this Agreement (or ten (10) calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's ’s lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's ’s request, each Obligor Borrower shall immediately deliver or make arrangements to deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.

Collateral Administration. (a) All Collateral (except Deposit Accountsdeposit accounts) will at all times be kept by Obligors Borrower at the locations its principal office(s) as set forth on Schedule 5.18B hereto 4.15 and shall not, without thirty calendar days prior written notice to Lender, be moved therefrom, and in any case shall not be moved outside from such locations without the continental United Statesprior written consent of Lender, which consent shall not be unreasonably withheld. (b) Each Obligor Borrower shall keep accurate and complete records of its Accounts and all payments and collections thereon and shall submit such records to Lender on such periodic bases basis as Lender may requestshall request a sales and collections report for the preceding period, in form satisfactory to Lender. In addition, if Accounts of Borrower in an aggregate face amount in excess of $25,000 50,000.00 become ineligible because they fall within one of the specified categories of ineligibility set forth in the definition of Eligible ReceivablesQualified Accounts or otherwise, Borrower shall notify Lender of such occurrence on the third first Business Day after Borrower or any one of its officers, directors or members of senior management becomes aware of it following such occurrence and the Borrowing Base shall thereupon be adjusted to reflect such occurrence. If requested by Lender, Borrower shall execute and deliver to Lender formal written assignments of all of its Accounts weekly or daily as Lender may requestdaily, including which shall include all Accounts that have been created since the date of the last assignment, together with copies of claims, invoices and/or or other information related thereto. To the extent that collections from such assigned accounts exceed the amount of the Obligations, such excess amount shall not accrue interest in favor of Borrower, but Lender shall remit the amount of such excess to Borrower within two Business Days. (c) Whether or not an Event of Default has occurred, any of Lender's officers, employees, representatives employees or agents shall have the right, at any time during normal business hoursor times hereafter, in the name of Lender, Lender or any designee of Lender or either ObligorBorrower, to verify the validity, amount or any other matter relating to any Accounts of either Obligorby mail, telephone, telegraph or otherwise. Obligors Borrower shall cooperate fully with Lender in an effort to facilitate and promptly conclude such verification process. (d) To expedite collection, Obligors Borrower shall endeavor in the first instance to make collection of its Accounts for Lender. Lender shall have retains the right at all times after the occurrence and during the continuance of an Event of Default Default, to notify Account Debtors owing Accounts to either Obligor that their Accounts have been assigned to Lender and to collect such Accounts directly in its own name and to charge the reasonable collection costs and expenses, ,including reasonable attorney's attorneys' fees, to ObligorsBorrower. (e) As and when determined by Lender in its sole discretion, Lender will perform the searches described in clauses (i) and (ii) below against Obligors (the results of which are to be consistent with Obligors' representations and warranties under this Agreement), all at Obligors' expense: (i) UCC searches with the Secretary of State of the jurisdiction of organization of Obligors and the Secretary of State and local filing offices of each jurisdiction where Obligors maintain their respective executive offices, a place of business or assets; (ii) lien searches with the United States Patent and Trademark Office and the United States Copyright Office; and (iii) judgment, federal tax lien and corporate and partnership tax lien searches, in each jurisdiction searched under clause (i) above. (f) Each Obligor (i) shall provide prompt written notice to its current bank to transfer all items, collections and remittances to the Concentration Account, (ii) shall provide prompt written notice to each Account Debtor that Lender has been granted a lien and security interest in, upon and to all Accounts applicable to such Account Debtor and shall direct each Account Debtor to make payments to the appropriate Lockbox Account, and each Obligor hereby authorizes Lender, upon any failure to send such notices and directions within ten calendar days after the date of this Agreement (or ten calendar days after the Person becomes an Account Debtor), to send any and all similar notices and directions to such Account Debtors, and (iii) shall do anything further that may be lawfully required by Lender to create and perfect Lender's lien on any collateral and effectuate the intentions of the Loan Documents. At Lender's request, each Obligor shall immediately deliver to Lender all items for which Lender must receive possession to obtain a perfected security interest and all notes, certificates, and documents of title, Chattel Paper, warehouse receipts, Instruments, and any other similar instruments constituting Collateral.