Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactions, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof. (b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 5 contracts
Sources: Guarantee and Collateral Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Guarantee and Collateral Agreement (Marriott Vacations Worldwide Corp), Amendment and Restatement Agreement (Marriott Vacations Worldwide Corp)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 5 contracts
Sources: Guaranty and Collateral Agreement (Qumu Corp), Guaranty and Collateral Agreement (Multi Color Corp), Guaranty and Collateral Agreement (Multi Color Corp)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any Receivablematerial portion of the Receivables, (ii) compromise or settle any Receivable material portion of the Receivables for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivablematerial portion of the Receivables, (iv) allow any credit or discount whatsoever on any Receivable material portion of the Receivables or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Collateral Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 3 contracts
Sources: Guarantee and Collateral Agreement (Imperial Holly Corp), Guarantee and Collateral Agreement (Imperial Holly Corp), Guarantee and Collateral Agreement (Imperial Holly Corp)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or and so long as permitted in existing or future securitization transactionsno Event of Default shall have occurred and be continuing, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 3 contracts
Sources: Guarantee and Collateral Agreement (General Nutrition Companies Inc), Guarantee and Collateral Agreement (Osullivan Industries Virginia Inc), Security Agreement (Corrections Corp of America)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice practice, or as permitted otherwise in existing or future securitization transactionsits best business judgment, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables (excluding Medicare and Medicaid Receivables).
Appears in 3 contracts
Sources: Credit Agreement (Hanger, Inc.), Guarantee and Collateral Agreement (Hanger Orthopedic Group Inc), Credit Agreement (Hanger Orthopedic Group Inc)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionsbusiness, such Grantor will not (i) grant any extension of the time of payment of any material Receivable, (ii) compromise or settle any material Receivable for less than the full a materially lesser amount thereof, (iii) release, wholly or partiallypartially in any material respect, any Person liable for the payment of any material Receivable, (iv) allow any material credit or discount whatsoever on any material Receivable or (v) amend, supplement or modify any material Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 2 contracts
Sources: Credit Agreement (Alliance Laundry Systems LLC), Guarantee and Collateral Agreement (Alliance Laundry Systems LLC)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Collateral Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 2 contracts
Sources: Guaranty and Security Agreement (Streamex Corp.), Canadian Guarantee and Security Agreement (Streamex Corp.)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, in addition to its requirements under the Credit Agreement, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 2 contracts
Sources: Security Agreement (Ennis, Inc.), Security Agreement (Ennis, Inc.)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any ReceivableReceivable that is part of the Collateral, (ii) compromise or settle any such Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any such Receivable or (v) amend, supplement or modify any such Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables that are part of the Collateral.
Appears in 2 contracts
Sources: Guaranty and Collateral Agreement (Furmanite Corp), Guaranty and Collateral Agreement (Furmanite Corp)
Receivables. (a) Other than in the ordinary course of business substantially consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any material Receivable, (ii) compromise or settle any Receivable for less than the full a materially lesser amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any material Receivable, (iv) allow any material credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any material Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Roundy's, Inc.), Guarantee and Collateral Agreement (Jondex Corp)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionsby the Credit Agreement, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.,
(b) Such Grantor will deliver to the Administrative Agent Lender a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables of the Borrower.
Appears in 2 contracts
Sources: Guarantee and Collateral Agreement (Kojaian Mike), Guarantee and Collateral Agreement (Grubb & Ellis Co)
Receivables. After an Event of Default has occurred and is continuing:
(a) Other other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such such Grantor will deliver to the Administrative Agent a copy of each material written demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 2 contracts
Sources: First Lien Guarantee and Collateral Agreement (WEB.COM Group, Inc.), Second Lien Guarantee and Collateral Agreement (WEB.COM Group, Inc.)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsnon-material amounts, such Grantor will not not, without the prior written consent of the Administrative Agent (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 1 contract
Sources: Guaranty and Collateral Agreement (Digerati Technologies, Inc.)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof, in each case involving a material amount of Receivables.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable Receivable, or (v) amend, supplement or modify any Receivable in any manner that could materially is likely to adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than five percent (5% %) of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 1 contract
Sources: Guaranty and Collateral Agreement (Net Perceptions Inc)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or and except as permitted in existing or future securitization transactionswould not reasonably be expected to have a Material Adverse Effect, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 510% of the aggregate amount of the then outstanding ReceivablesReceivables of such Grantors.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (M & F Worldwide Corp)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionsby the Credit Agreement, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 515% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business ----------- consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any material Receivable, (ii) compromise or settle any material Receivable for less than the full a materially lesser amount thereof, (iii) release, wholly or partiallypartially in any material respect, any Person liable for the payment of any material Receivable, (iv) allow any material credit or discount whatsoever on any material Receivable or (v) amend, supplement or modify any material Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionsgenerally conducted by the Company over a period of time, such Operating Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof, except in a manner consistent with the ordinary and customary conduct of its business.
(b) Such Operating Grantor will deliver to the Administrative Agent upon its reasonable request a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Obligor, such Grantor Obligor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor Obligor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Obligors.
Appears in 1 contract
Sources: Guaranty and Collateral Agreement (Ptek Holdings Inc)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice and in amounts which are not material to such Grantor or as otherwise permitted in existing or future securitization transactionsby the Note Purchase Agreement, such Grantor will shall not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will shall deliver to the Administrative Agent Purchaser a copy of each material demand, notice or document received by it such Grantor that questions or calls into doubt the validity or enforceability of more than 5% [ten percent (10.0%)] of the aggregate amount of the then outstanding ReceivablesReceivables for such Grantor.
Appears in 1 contract
Receivables. (a) Other To the extent that any Receivable constitutes Collateral, other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any such Receivable, (ii) compromise or settle any such Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any such Receivable, (iv) allow any credit or discount whatsoever on any such Receivable or (v) amend, supplement or modify any such Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables which constitute Collateral.
Appears in 1 contract
Receivables. (a) Other After the occurrence and during the continuance of an Event of Default, such Grantor will not, other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionsbusiness, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof, in each case, without the consent of the Administrative Agent.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 510% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Innophos Investment Holdings, Inc.)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or except as permitted in existing or future securitization transactionswould not have a Material Adverse Effect, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (General Semiconductor Inc)
Receivables. (a) Other than in the ordinary course of business ----------- consistent with its past practice or as permitted in existing or future securitization transactionswith the prior written consent of the Agent, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Nitinol Medical Technologies Inc)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice practice, or as permitted otherwise in existing or future securitization transactionsits best business judgment, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Hanger Orthopedic Group Inc)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or and in amounts which are not material to the Company and its Subsidiaries taken as permitted in existing or future securitization transactionsa whole, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 1 contract
Sources: Guaranty and Collateral Agreement (Kanbay International Inc)
Receivables. (a) Other To the extent that any Receivable constitutes Collateral, other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any such Receivable, (ii) compromise or settle any such Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any such Receivable, (iv) allow any credit or discount whatsoever on any such Receivable or (v) amend, supplement or modify any such Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables which constitute Collateral.
Appears in 1 contract
Receivables. (a) Other Upon the occurrence and the continuance of an Event of Default, other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionspractice, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Upon the occurrence and the continuance of an Event of Default, such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or and except as permitted in existing or future securitization transactionswould not reasonably be expected to have a Material Adverse Effect, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 510% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Barton Protective Services LLC)
Receivables. (a) Other After the occurrence of and during the continuance of an Event of Default, such Grantor will not, other than in the ordinary course of business consistent with its past practice or as permitted in existing or future securitization transactionsbusiness, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Vanguard Car Rental Group Inc.)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent Lender a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 1 contract
Sources: Guaranty and Security Agreement (Westell Technologies Inc)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or and except as permitted in existing or future securitization transactionswould not reasonably be expected to have a Material Adverse Effect, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Collateral Agents and the Designated Agent (if any) a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding Receivables.
(c) Such Grantor shall perform and comply in all material respects with all of its obligations with respect to the Receivables.
Appears in 1 contract
Sources: Subordinated Credit Agreement (Virgin Mobile USA, Inc.)
Receivables. (a) Other than in the ordinary course of business consistent with its past practice or as permitted and in existing or future securitization transactionsamounts which are not material to such Grantor, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Collateral Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 5% of the aggregate amount of the then outstanding ReceivablesReceivables for all Grantors.
Appears in 1 contract
Receivables. (a) Other than in the ordinary course of business consistent with its past practice practice, or as otherwise permitted in existing or future securitization transactionsby the Credit Agreement, such Grantor will not (i) grant any extension of the time of payment of any Receivable, (ii) compromise or settle any Receivable for less than the full amount thereof, (iii) release, wholly or partially, any Person liable for the payment of any Receivable, (iv) allow any credit or discount whatsoever on any Receivable or (v) amend, supplement or modify any Receivable in any manner that could materially adversely affect the value thereof.
(b) Such Grantor will deliver to the Administrative Agent a copy of each material demand, notice or document received by it that questions or calls into doubt the validity or enforceability of more than 510% of the aggregate amount of the then outstanding Receivables.
Appears in 1 contract
Sources: Guarantee and Collateral Agreement (Archstone Smith Operating Trust)