Common use of Notification of Assignment of Accounts and other Receivables; Verification Clause in Contracts

Notification of Assignment of Accounts and other Receivables; Verification. Agent shall have the right (i) upon the occurrence and during the continuance of an Event of Default, to send notice of the assignment of, and Agent’s Lien in, the Accounts and other Receivables of each Loan Party to any and all Customers, any other Person obligated on such Accounts and other Receivables or any third party holding or otherwise concerned with any of the Collateral (which notice may include a direction by Agent to make all payments thereon to an account designated by Agent) and (ii) at any time, in the name of Agent, any designee of Agent or any Borrower or any other Loan Party, to verify the validity, amount or any other matter relating to any Accounts and other Receivables of any Loan Party by mail, telephone or otherwise. Without in any way limiting the foregoing, so long as no Default or Event of Default exists, Agent agrees to provide notice to Administrative Borrower prior to Agent conducting any verification of Accounts or other Receivables in accordance with this Section 4.14(e) (it being understood and agreed that such notice shall only advise Administrative Borrower that Agent will be conducting such verification of Accounts or other Receivables and shall not include the identification of any specific Accounts, Receivables or Customers related thereto). Each Loan Party shall cooperate fully with Agent in an effort to facilitate and promptly conclude any such verification process. Following the occurrence and during the continuance of any Event of Default, at its option, Agent shall have the exclusive right to collect the Accounts and other Receivables of each Loan Party, take possession of the Collateral, or both. In such case, Agent’s actual collection expenses, including, but not limited to, stationery and postage, telephone and facsimile, secretarial and clerical expenses and the salaries of any collection personnel used for collection, may be charged to the Borrowers’ Account and added to the Obligations.

Notification of Assignment of Accounts and other Receivables; Verification. Agent shall have the right (i) upon at any time following the occurrence and during the continuance of an Event of Defaulta Cash Dominion Event, to send notice of the assignment of, and Agent’s Lien in, the Accounts and other Receivables of each Loan Party to any and all Customers, any other Person obligated on such Accounts and other Receivables or any third party holding or otherwise concerned with any of the Collateral (which notice may include a direction by Agent to make all payments thereon to an account designated by Agent) and (ii) at any time, whether or not a Cash Dominion Default has occurred and is continuing, in the name of Agent, any designee of Agent or any Borrower or any other Loan Party, to verify the validity, amount or any other matter relating to any Accounts and other Receivables of any Loan Party by mail, telephone or otherwise. Without in any way limiting the foregoing; provided, that, Agent shall coordinate such verifications with Administrative Borrower so long as no Default or Event of Default exists, Agent agrees to provide notice to Administrative Borrower prior to Agent conducting any verification of Accounts or other Receivables in accordance with this Section 4.14(e) (it being understood has occurred and agreed that such notice shall only advise Administrative Borrower that Agent will be conducting such verification of Accounts or other Receivables and shall not include the identification of any specific Accounts, Receivables or Customers related thereto)is continuing. Each Loan Party shall cooperate fully with Agent in an effort to facilitate and promptly conclude any such verification process. Following the occurrence and during the continuance of any Event of Default, at its option, Agent shall have the exclusive right to collect the Accounts and other Receivables of each Loan Party, take possession of the Collateral, or both. In such case, Agent’s actual collection expenses, including, but not limited to, stationery and postage, telephone and facsimile, secretarial and clerical expenses and the salaries of any collection personnel used for collection, may be charged to the Borrowers’ Account and added to the Obligations.