Common use of Remedies relating to Accounts Clause in Contracts

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to Collateral, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall shall, upon the Administrative Agent’s request, notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtorsdebtors with respect to Accounts constituting Collateral, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the such Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any such Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the AccountsAccounts constituting Collateral.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall shall, at the request of the Lender, notify (such notice to be in form and substance satisfactory to the Administrative AgentLender) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative AgentLender, for the benefit of the Secured Parties and promptly upon request of the Administrative AgentLender, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent Lender and (B) the Administrative Agent Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent Lender or of the Administrative AgentLender’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative AgentLender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) promptly upon the request of the Administrative Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative AgentParties, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence of an Event of Default and following during the request of the Administrative Agent and solely with respect to Collateral, continuation thereof whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the 4862-1549-8294, v. 6 ACTIVE/119444361.4 Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following Default, promptly upon the request of the Administrative Agent and solely with respect to CollateralAgent, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall shall, promptly following the Administrative Agent’s written request, notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon written request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall shall, promptly following the Administrative Agent’s written request, notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon written request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each the Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any the Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any the Grantor’s customers and account debtors that the Accounts of such the Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a the Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence of an Event of Default and following during the request of the Administrative Agent and solely with respect to Collateralcontinuation thereof, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon the reasonable request of the Administrative Agent, each Grantor shall instruct all account debtors Account Debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtorsAccount Debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors Account Debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties holders of the Obligations in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) if instructed to do so by the Administrative Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) upon the written request of the Administrative Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) promptly upon the request of the Administrative Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative AgentParties, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During After the continuation occurrence of an Event of Default and following the request of which has not been waived in writing by the Administrative Agent and solely with respect to CollateralAgent, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts contracts subject to a security interest hereunder that such Accounts and the Material Contracts contracts have been assigned to the Administrative Agent, for the ratable benefit of the Secured Parties and promptly upon request of the Administrative Agent, Agent instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative AgentLender) its Account Debtors and parties to the Material Contracts its material contracts subject to a security interest hereunder that such Accounts and the Material Contracts material contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties Lender and promptly upon request of the Administrative AgentLender, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent Lender and (B) the Administrative Agent Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent Lender or of the Administrative AgentLender’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative AgentLender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties Lender in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall shall, at the request of the Lender, notify (such notice to be in form and substance satisfactory to the Administrative AgentLender) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties Lender and promptly upon request of the Administrative Agent, Lender instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent Lender and (B) the Administrative Agent Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent Lender or of the Administrative AgentLender’s security interest therein, and may (either in its own name or in the name of a such Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative AgentLender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties Lender in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Joint Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor the Borrower shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Joint Administrative Agent and (B) the Joint Administrative Agent shall have the right to enforce any Grantorthe Borrower’s rights against its customers and account debtors, and the Joint Administrative Agent or its designee may notify any Grantorthe Borrower’s customers and account debtors that the Accounts of such Grantor the Borrower have been assigned to the Joint Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor the Borrower or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the occurrence and during the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall upon the request of the Administrative Agent notify in writing (such notice to be in form and substance reasonably satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon request of the Administrative Agent, instruct all account debtors Account Debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent Lender has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative AgentLender) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative AgentLender, for the benefit of the Secured Parties and promptly upon request of the Administrative AgentLender, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent Lender and (B) the Administrative Agent Lender shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent Lender or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent Lender or of the Administrative AgentLender’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx sue for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative AgentLender’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During Upon the continuation occurrence of an Event of Default and following the request of the Administrative Agent and solely with respect to Collateralduring continuation thereof, whether or not the Administrative Collateral Agent has exercised any or all of its rights and remedies hereunder, (A) at the request of the Collateral Agent, each Grantor shall notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts subject to a security interest hereunder that such Accounts and the Material Contracts have been assigned to the Administrative Collateral Agent, for the benefit of the Secured Parties Parties, and promptly upon request of the Administrative Collateral Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent Collateral Agent, and (B) the Administrative Collateral Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Collateral Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Collateral Agent or of the Administrative Collateral Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, and file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall shall, promptly upon written request by the Administrative Agent, notify (such notice to be in form and substance reasonably satisfactory to the Administrative Agent) its Account Debtors and parties to the Material Contracts Contractual Obligations subject to a security interest hereunder that such Accounts and the Material Contracts Contractual Obligations have been assigned to the Administrative Agent, for the benefit of the Secured Parties and promptly upon written request of the Administrative Agent, instruct all account debtors to remit all payments in respect of Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.

Remedies relating to Accounts. (i) During the continuation of an Event of Default and following the request of the Administrative Agent and solely with respect to CollateralDefault, whether or not the Administrative Agent has exercised any or all of its rights and remedies hereunder, (A) each Grantor shall shall, promptly upon request of the Administrative Agent, (1) notify (such notice to be in form and substance satisfactory to the Administrative Agent) its Account Debtors and parties to that the Material Contracts subject to a security interest hereunder that Accounts of such Accounts and the Material Contracts Grantor have been assigned to the Administrative Agent, for the benefit of the Secured Parties Parties, and promptly upon request of the Administrative Agent, (2) instruct all account debtors Account Debtors to remit all payments in respect of such Accounts to a mailing location selected by the Administrative Agent and (B) the Administrative Agent shall have the right to enforce any Grantor’s rights against its customers and account debtorsAccount Debtors, and the Administrative Agent or its designee may notify any Grantor’s customers and account debtors Account Debtors that the Accounts of such Grantor have been assigned to the Administrative Agent or of the Administrative Agent’s security interest therein, and may (either in its own name or in the name of a Grantor or both) demand, collect (including without limitation by way of a lockbox arrangement), receive, take receipt for, sell, xxx for, compound, settle, compromise and give acquittance for any and all amounts due or to become due on any Account, and, in the Administrative Agent’s discretion, file any claim or take any other action or proceeding to protect and realize upon the security interest of the Secured Parties in the Accounts.