Common use of Credit Card Agreements Clause in Contracts

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor Grantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor Grantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorGrantor; provided, that, such Borrower or Guarantor Grantor shall give the Administrative Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) the Administrative Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor Grantor to enter into such agreement (together with such other information with respect thereto as the Administrative Agent may request) and (ii) such Borrower or Guarantor Grantor delivers, or causes to be delivered to the Administrative Agent, a Credit Card Acknowledgment in favor of the Administrative Agent; , (d) give the Administrative Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor Grantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as the Administrative Agent may reasonably request; and (e) furnish to the Administrative Agent, promptly upon the request of the Administrative Agent, such information and evidence as the Administrative Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Grantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to which it is a party to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a anything reasonably expected to result of which there could be in a default under or breach of any of the terms of any of the Credit Card Agreements to which it is a party and at all times maintain in full force and effect the Credit Card Agreements to which it is a party and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card AgreementsAgreements to which it is a party, or consent to or permit to occur any of the foregoing; except, that, any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements to which it is a party in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Administrative Agent not less than ten five (105) Business Days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer credit card issuer unless Administrative Agent shall have received not less than ten five (105) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Administrative Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Administrative Agent, a Credit Card Acknowledgment in favor of Administrative Agent; (d) give Administrative Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofEffective Date, together with a true, correct and complete copy thereof and such other information with respect thereto as Administrative Agent may reasonably request; (e) furnish to Administrative Agent, promptly upon the request of Administrative Agent, such information and evidence as Administrative Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Administrative Agent to any Credit Card Issuer or Credit Card Processor of Borrowers’ credit card processors and/or credit card issuers provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Collateral Deposit Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Administrative Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Administrative Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Administrative Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Administrative Agent, a Credit Card Acknowledgment in favor of Administrative Agent; , (de) give Administrative Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofEffective Date, together with a true, correct and complete copy thereof and such other information with respect thereto as Administrative Agent may reasonably request; and (ef) furnish to Administrative Agent, promptly upon the request of Administrative Agent, such information and evidence as Administrative Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform in all material respects all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, do or permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten (10) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may reasonably request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; , (d) give Agent immediate prompt written notice of any Credit Card Agreement or material amendment or other material modification of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request of Agent, such material information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; , and (f) not modify in any instructions material respect any payment instruction given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement Acknowledgment to the extent given in accordance with the terms thereof or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked AccountAccounts.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform in all material respects all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, do or permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten (10) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may reasonably request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Agent, subject to Section 9.31, a Credit Card Acknowledgment in favor of Agent; , (d) give Agent immediate prompt written notice of any Credit Card Agreement or material amendment or other material modification of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request of Agent, such material information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; , and (f) not modify in any instructions material respect any payment instruction given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement Acknowledgment to the extent given in accordance with the terms thereof or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked AccountAccounts.

Credit Card Agreements. Each Borrower and Guarantor its Subsidiaries shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it them at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor any of its Subsidiaries may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or Guarantorsuch Subsidiary; provided, that, such Borrower or Guarantor such Subsidiary shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor such Subsidiary to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such (ii) Borrower or Guarantor such Subsidiary delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (d) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor such Subsidiary after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request, provided that the requirements of this subsection (d) shall not be deemed to be a waiver of Borrower’s or such Subsidiary’s obligations under subsection (c) hereof; and (e) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor such Subsidiary or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform in all material respects all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, do or permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten (10) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may reasonably request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Agent, subject to Section 9.29, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate prompt written notice of any Credit Card Agreement or material amendment or other material modification of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request of Agent, such material information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify in any instructions material respect any payment instruction given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement Acknowledgment to the extent given in accordance with the terms thereof or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked AccountAccounts.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, except that any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give have given Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (d) each Borrower and Guarantor shall notify Agent promptly of (i) any notice of a material default by any Borrower under any of the Credit Card Agreements or of any default which might result in the Credit Card Issuer or Credit Card Processor ceasing to make payments or suspending payments to any Borrower, (ii) any notice from any Credit Card Issuer or Credit Card Processor that such Person is ceasing or suspending, or will cease or suspend, any present or future payments due or to become due to any Borrower from such Person, or that such Person is terminating or will terminate any of the Credit Card Agreements, and (iii) the failure of any Borrower to comply with any material terms of the Credit Card Agreements or any terms thereof which might result in the Credit Card Issuer or Credit Card Processor ceasing or suspending payments to any Borrower; and (e) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and Agreements, (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any a Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (de) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) Borrower may terminate, cancel or amend in any Borrower or Guarantor may terminate or cancel manner that would not have a Material Adverse Effect any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate terminate, cancel, amend or cancel modify any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless (i) Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such (ii) Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of AgentAgent duly authorized, executed and delivered by the new Credit Card Issuer or Credit Card Processor; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (e) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card AgreementsAgreements except where such amendment, modification, or waiver would not have a Material Adverse Effect, or consent to or permit to occur any of the foregoing; except, that, (i) any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (de) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor Borrowers shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it them at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amendamend (unless such amendment does not adversely affect Lender's rights under the Financing Agreements), waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor Borrowers may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrowers; provided, that, such Borrower or Guarantor Borrowers shall -------- ---- give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its their intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor Borrowers to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such Borrower or Guarantor delivers(ii) Borrowers deliver, or causes cause to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent immediate Lender written notice of any Credit Card Agreement entered into by such Borrower or Guarantor Borrowers after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Borrowers or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall of the Loan Parties shall: (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten (10) Business Days 15 days' prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to set-off against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) the Agents shall have received not less than ten (10) Business Days 30 days' prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall of the Loan Parties shall: (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as that could reasonably be expected to cause a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, provided that such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten (10) Business Days 15 days' prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreements, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto in any material respect greater rights to set-off against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer Issuers or Credit Card Processors unless Agent (i) the Agents shall have received not less than ten (10) Business Days 30 days' prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall of the Loan Parties shall: (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten fifteen (1015) Business Days days' prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreements, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to setoff against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) the Agents shall have received not less than ten thirty (1030) Business Days days' prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (de) give Agent the Agents immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofEffective Date, together with a true, correct and complete copy thereof and such other information with respect thereto as any Agent may reasonably request; and (ef) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofof the Original Loan Agreement, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor Granting Parties shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it Granting Parties at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor (i) Granting Parties may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorGranting Parties; provided, that, such Borrower or Guarantor Granting Parties shall give Administrative Agent not less than ten fifteen (1015) Business Days days prior written notice of its any such Granting Parties’ intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Administrative Agent immediate prompt written notice of any Credit Card Agreement entered into by such Borrower or Guarantor any Granting Party after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Administrative Agent may reasonably requestrequest and use its commercially reasonable efforts to deliver, or cause to be delivered to Administrative Agent, a Credit Card Notification in favor of Administrative Agent duly authorized, executed, delivered by the new Credit Card Issuer or Credit Card Processor; and (e) furnish to Administrative Agent, promptly upon the request of Administrative Agent, such information and evidence as Administrative Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Granting Parties or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and . Granting Parties shall notify Administrative Agent promptly of: (fi) not modify any instructions given notice of a material default by Agent Granting Parties under any of the Credit Card Agreements or of any default which has a reasonable likelihood of resulting in the Credit Card Issuer or Credit Card Processor ceasing to make payments or suspending payments to Granting Parties, (ii) any notice from any Credit Card Issuer or Credit Card Processor provided for in that such person is ceasing or suspending, or will cease or suspend, any present or future payments due or to become due to Granting Parties from such person, or that such person is terminating or will terminate any of the Credit Card Acknowledgement or otherwise direct Agreements, and (iii) the remittance failure of payments under Granting Parties to comply with any material terms of the Credit Card Agreement Agreements or any terms thereof which have a reasonable likelihood of resulting in the Credit Card Issuer or Credit Card Processor ceasing or suspending payments to any account other than the Blocked AccountGranting Parties.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe Observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, provided that such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten (10) 5 Business Days Days’ prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to set-off against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) the Agents shall have received not less than ten (10) Business Days 30 days’ prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may reasonably request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall of the Loan Parties shall: (ai) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (bii) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (iii) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (A) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, provided that such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten (10) Business Days 15 days’ prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (B) any Loan Party may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to setoff against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (civ) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (A) the Agents shall have received not less than ten (10) Business Days 30 days’ prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) and (B) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; and (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (ev) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform ------------------------ all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, anything as a result of which there could be a material default under or breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release in any material respect any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or Guarantor; Borrower, provided, that, such Borrower or Guarantor shall give Agent Foothill not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Foothill shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Foothill may reasonably request) and such (ii) Borrower or Guarantor delivers, or causes to be delivered to AgentFoothill, a Credit Card Acknowledgment in favor of AgentFoothill; (de) give Agent immediate Foothill prompt written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Foothill may reasonably request; and (ef) furnish to AgentFoothill, promptly upon the request of AgentFoothill, such information and evidence as Agent Foothill may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Working Capital Agent not less than ten thirty (1030) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Working Capital Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Working Capital Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Working Capital Agent, a Credit Card Acknowledgment in favor of Working Capital Agent; , (de) give Working Capital Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Working Capital Agent may reasonably request; and (ef) furnish to Working Capital Agent, promptly upon the request of Working Capital Agent, such information and evidence as Working Capital Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to which it is a party to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements to which it is a party and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card AgreementsAgreements to which it is a party, or consent to or permit to occur any of the foregoing; except, that, any such Borrower may terminate, cancel, modify or Guarantor may terminate or cancel amend (in a manner not materially adverse to the Lenders) any of the Credit Card Agreements to which it is a party in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, that such Borrower or Guarantor shall give Administrative Agent not less than ten (10) Business Days prior written notice of its intention to so terminate terminate, cancel, modify or cancel amend any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer credit card issuer unless Administrative Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Administrative Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Administrative Agent, a Credit Card Acknowledgment in favor of Administrative Agent; (d) give Administrative Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofEffective Date, together with a true, correct and complete copy thereof and such other information with respect thereto as Administrative Agent may reasonably request; (e) furnish to Administrative Agent, promptly upon the request of Administrative Agent, such information and evidence (in such Borrower’s possession) as Administrative Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Administrative Agent to any Credit Card Issuer or Credit Card Processor of Borrowers’ credit card processors and/or credit card issuers provided for 104 in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked a Collection Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe Observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, provided that such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten (10) 5 Business Days Days' prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to set-off against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) the Agents shall have received not less than ten (10) Business Days 30 days' prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may reasonably request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any (i) Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such (ii) Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Other than any failure to comply with this Section that is directly the result of (i) the commencement of the Chapter 11 Cases, (ii) the financial condition of the Borrowers and the Guarantors immediately prior to the Petition Date as disclosed to the Agent and the Lenders in writing, (iii) the delisting of the stock of Parent or any of its Subsidiaries from the New York Stock Exchange, or (iv) Borrowers closing certain of their store locations either (A) with the prior written consent of Agent with respect to such store closures or (B) to the extent permitted by Section 9.7(e) hereof, (A) set forth in Schedule 8.16 hereto is a correct and complete list of all of the Credit Card Agreements and all other agreements, documents and instruments existing as of the date hereof between or among any Borrower, any of its Subsidiaries, the Credit Card Issuers, the Credit Card Processors and any of their Affiliates; (B) the Credit Card Agreements constitute all of such agreements necessary for each Borrower to operate its business as presently conducted with respect to credit cards and debit cards and no Receivables of any Borrower arise from purchases by customers of Inventory with credit cards or debit cards, other than those which are issued by Credit Card Issuers with whom such Borrower has entered into one of the Credit Card Agreements set forth on Schedule 8.16 hereto or with whom Borrower has entered into a Credit Card Agreement in accordance with Section 9.18 hereof; (C) each of the Credit Card Agreements constitutes the legal, valid and binding obligation of the Borrower that is party thereto and to the best of each Borrower's and Guarantor's knowledge, the other parties thereto, enforceable in accordance with their respective terms and is in full force and effect; (D) no material default or material event of default, or act, condition or event which after notice or passage of time or both, would constitute a material default or a material event of default under any of the Credit Card Agreements exists or has occurred that would entitle the other party thereto to suspend, withhold or reduce amounts that would otherwise be payable to a Borrower; (E) each Borrower and Guarantor shall (a) observe and perform the other parties thereto have complied in all material terms, covenants, respects with all of the terms and conditions and provisions of the Credit Card Agreements to the extent necessary for such Borrower to be observed entitled to receive all payments thereunder; and performed by it at the times set forth therein; (bF) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card AgreementsBorrowers have delivered, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers, or causes caused to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request copies of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions all of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe Observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; exceptEXCEPT, thatTHAT, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; providedPROVIDED, thatTHAT, such Borrower or Guarantor Borrowers shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its the intention of such Borrower to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such any Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may reasonably request) and such Borrower or Guarantor delivers(ii) Borrowers deliver, or causes cause to be delivered to AgentLender, a Credit Card Acknowledgment with respect thereto in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such any Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Borrowers or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any each Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrowers; provided, that, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such a Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or Guarantor, as the case may be; providedPROVIDED, thatTHAT, such Borrower or Guarantor Guarantor, as the case may be, shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Borrower or Guarantor, as the case may be, may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to setoff against amounts otherwise payable to such Borrower (or Guarantor, as the case may be) or greater rights to cease or suspend payments to such Borrower or Guarantor, as the case may be; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor Guarantor, as the case may be, to enter into such agreement (together with such other information with respect thereto as Agent may request) and (ii) such Borrower or Guarantor Guarantor, as the case may be, delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (de) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall Grosxxxx'x xxxll (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may (i) Grosxxxx'x xxx terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorGrosxxxx'x; provided, that, such Borrower or Guarantor shall xxovided that Grosxxxx'x xxxll give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to Grosxxxx'x xx enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such Borrower or Guarantor delivers(ii) Grosxxxx'x xxxivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after Grosxxxx'x xxxer the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or Grosxxxx'x xx the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any (i) a Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; providedPROVIDED, thatTHAT, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) Lender shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender and Lenders duly authorized, executed and delivered by the new Credit Card Issuer or Credit Card Processor, as the case may be; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such a Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform in all material respects all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, do or permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten (10) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten (10) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may reasonably request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; , (d) give Agent immediate prompt written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agent, promptly upon the request of Agent, such material information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; , and (f) not modify in any instructions material respect any payment instruction given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement Acknowledgment to the extent given in accordance with the terms thereof or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked AccountAccounts.

Credit Card Agreements. Each Borrower of Company and Guarantor its Subsidiaries shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, except that, any Borrower or Guarantor Company may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of Company or such Borrower Subsidiary; provided that Company or Guarantor; provided, that, such Borrower or Guarantor Subsidiary thereof shall give Collateral Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Collateral Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of Company or such Borrower or Guarantor Subsidiary thereof to enter into such agreement Credit Card Agreement (together with such other information with respect thereto as Collateral Agent may request) and (ii) Company or such Borrower or Guarantor Subsidiary delivers, or causes to be delivered to Collateral Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by Company or such Borrower or Guarantor Subsidiary after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Collateral Agent may reasonably request; and (ed) furnish to Collateral Agent, promptly upon the request of Collateral Agent, such information and evidence as Collateral Agent may reasonably require from time to time concerning the observance, performance and compliance by Company or such Borrower or Guarantor Subsidiary thereof or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; Agreements and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Accountall operating rules and regulations related thereto.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to which it is a party to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements to which it is a party and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card AgreementsAgreements to which it is a party, or consent to or permit to occur any of the foregoing; except, that, any such Borrower may terminate, cancel, modify or Guarantor may terminate or cancel amend (in a manner not materially adverse to the Lenders) any of the Credit Card Agreements to which it is a party in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, that such Borrower or Guarantor shall give Administrative Agent not less than ten (10) Business Days prior written notice of its intention to so terminate terminate, cancel, modify or cancel amend any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer credit card issuer unless Administrative Agent shall have received not less than ten (10) Business Days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Administrative Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Administrative Agent, a Credit Card Acknowledgment in favor of Administrative Agent; (d) give Administrative Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofEffective Date, together with a true, correct and complete copy thereof and such other information with respect thereto as Administrative Agent may reasonably request; (e) furnish to Administrative Agent, promptly upon the request of Administrative Agent, such information and evidence (in such Borrower’s possession) as Administrative Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Administrative Agent to any Credit Card Issuer or Credit Card Processor of Borrowers’ credit card processors and/or credit card issuers provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked a Collection Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, except that any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give have given the Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent shall have received not less than ten (10) Business Days prior written notice of give the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as the Agent may reasonably request; (d) each Borrower and Guarantor shall notify the Agent promptly of (i) any notice of a material default by any Borrower under any of the Credit Card Agreements or of any default which might result in the Credit Card Issuer or Credit Card Processor ceasing to make payments or suspending payments to any Borrower, (ii) any notice from any Credit Card Issuer or Credit Card Processor that such Person is ceasing or suspending, or will cease or suspend, any present or future payments due or to become due to any Borrower from such Person, or that such Person is terminating or will terminate any of the Credit Card Agreements, and (iii) the failure of any Borrower to comply with any material terms of the Credit Card Agreements or any terms thereof which might result in the Credit Card Issuer or Credit Card Processor ceasing or suspending payments to any Borrower; and (e) furnish to the Agent, promptly upon the request of the Agent, such information and evidence as the Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any (i) each Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor each of Borrowers shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such Borrower or Guarantor (ii) each of Borrowers delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Borrowers or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any a Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; providedPROVIDED, thatTHAT, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; providedPROVIDED, thatTHAT, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements and (ii) a Borrower may modify or amend any of the Credit Card Agreements, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to setoff against amounts otherwise payable to such Borrower or greater rights to cease or suspend payments to such Borrower; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe Observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, provided that such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten (10) 5 Business Days Days' prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to set-off against amounts otherwise payable DOCID - 27822767.5 ChangePro Comparison of 27822767v1 and 27822767v5 4/30/2018 to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) the Agents shall have received not less than ten (10) Business Days 30 days' prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may reasonably request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (ac) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (bd) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) Borrower may terminate, cancel or amend in any Borrower or Guarantor may terminate or cancel manner that would not have a Material Adverse Effect any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate terminate, cancel, amend or cancel modify any of the Credit Card Agreements; (ce) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless (i) Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such (ii) Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of AgentAgent duly authorized, executed and delivered by the new Credit Card Issuer or Credit Card Processor; (df) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (eg) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card AgreementsAgreements except where such amendment, modification, or waiver would not have a Material Adverse Effect, or consent to or permit to occur any of the foregoing; except, that, (i) any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment Acknowledg-ment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor Borrowers shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it them at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amendamend (unless such amendment does not adversely affect Lender's rights under the Financing Agreements), waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor Borrowers may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrowers; provided, that, such Borrower or Guarantor Borrowers shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its their intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor Borrowers to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such Borrower or Guarantor delivers(ii) Borrowers deliver, or causes cause to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent immediate Lender written notice of any Credit Card Agreement entered into by such Borrower or Guarantor Borrowers after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Borrowers or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent . Lender acknowledges that on or before the Closing Date, it has received notice from the Borrowers of their intention to any enter into a new Credit Card Agreement after the Closing Date with a new Credit Card Issuer or Credit Card Processor provided for known as Shoppers Charge Accounts Co., and Lender agrees that such notice shall satisfy the requirement contained in any Credit Card Acknowledgement or otherwise direct clause (d)(i) of the remittance previous sentence (it being understood that the Borrowers shall still be obligated to comply with the requirements contained in clause (d)(ii) of payments under any the previous sentence if such new Credit Card Agreement to any account other than the Blocked Accountis in fact consummated).

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any each Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrowers; provided, that, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such a Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor Borrowers shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements Agreements, after giving effect to any applicable grace periods, and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor (i) Borrowers may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrowers; providedPROVIDED, thatTHAT, such Borrower or Guarantor Borrowers shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its their intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor Borrowers to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor (ii) Borrowers delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent, for the benefit of Lender; (de) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor Borrowers after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Borrowers or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower Borrowers shall and Guarantor Parent shall cause each ---------------------- Obligor to (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any that (i) a Borrower or Guarantor Obligor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorObligor; provided, that, such Borrower or Guarantor -------- ---- Borrowers shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its the intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers(ii) Borrowers deliver, or causes cause to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (de) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor Obligor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such any Borrower or Guarantor Obligor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Administrative Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Administrative Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Administrative Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Administrative Agent, a Credit Card Acknowledgment in favor of Administrative Agent; , (de) give Administrative Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Administrative Agent may reasonably request; and (ef) furnish to Administrative Agent, promptly upon the request of Administrative Agent, such information and evidence as Administrative Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; and (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Administrative Agent not less than ten fifteen (1015) Business Days days prior written notice of 157 its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Administrative Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Administrative Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Administrative Agent, a Credit Card Acknowledgment in favor of Administrative Agent; , (de) give Administrative Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofEffective Date, together with a true, correct and complete copy thereof and such other information with respect thereto as Administrative Agent may reasonably request; and (ef) furnish to Administrative Agent, promptly upon the request of Administrative Agent, such information and evidence as Administrative Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower shall, and Guarantor shall cause any Subsidiary to (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the all times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, that (i) Borrower and any Borrower or Guarantor Subsidiary may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or Guarantorsuch Subsidiary; provided, that, such Borrower or Guarantor shall, and shall cause any Subsidiary to give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor and any Subsidiary to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such (ii) Borrower or Guarantor deliversand any Subsidiary deliver, or causes cause to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender duly authorized, executed and delivered by the new Credit Card Issuer or Credit Card Processor; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such any Borrower or Guarantor any Subsidiary after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor and any Subsidiary or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower of the Loan Parties shall and Guarantor shall cause its Subsidiaries to: (ai) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; the failure of which could be a default under or a material breach of any of the terms of any such Credit Card Agreement; (bii) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (iii) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (A) any Borrower such Loan Party or Guarantor its Subsidiary (as applicable) may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower Loan Party; provided that such Loan Party or Guarantor; provided, that, such Borrower or Guarantor its Subsidiary (as applicable) shall give Agent the Agents not less than ten (10) Business Days 15 days’ prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (B) any Loan Party or its Subsidiary (as applicable) may modify or amend any of the Credit Card Agreement, so long as such modification or amendment (x) does not give the Credit Card Processor party thereto greater rights to set-off against amounts otherwise payable to such Loan Party or its Subsidiary (as applicable) or greater rights to cease or suspend payments to such Loan Party or (y) could not be reasonably expected to be materially adverse to the Lenders; (civ) not enter into any new Credit Card Agreements with any new Credit Card Issuer Processor unless Agent the Agents shall have received not less than ten (10) Business Days 15 days’ prior written notice of the intention of such Borrower Loan Party or Guarantor its Subsidiary (as applicable) to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) ); and such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (ev) furnish to Agentthe Agents, promptly (and in no event later than 2 Business Days following request thereof) upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower Loan Party or Guarantor its Subsidiary (as applicable) or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked AccountAgreement.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or breach of any of the terms of any of the Credit Card Agreements Agreements; and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card AgreementsAgreements except where such amendment, modification, or waiver would not have a Material Adverse Effect, or consent to or permit to occur any of the foregoing; except, that, (i) any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give the Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) the Agent shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as the Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to the Agent, a Credit Card Acknowledgment in favor of the Agent; (de) give the Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as the Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of the Agent, such information and evidence as the Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe Observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or breach of any of the terms of any of the Credit Card Agreements and (C) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, except that, any a Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent Foothill not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) Foothill shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Foothill may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to AgentFoothill, a Credit Card Acknowledgment in favor of AgentFoothill duly authorized, executed and delivered by the new Credit Card Issuer or Credit Card Processor, as the case may be; (de) give Agent Foothill immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Foothill may reasonably request; and (ef) furnish to AgentFoothill, promptly upon the request of AgentFoothill, such information and evidence as Agent Foothill may require from time to time concerning the observance, performance and compliance by such a Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall of the Loan Parties shall: (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten (10) Business Days 15 days’ prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to set-off against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) the Agents shall have received not less than ten (10) Business Days 30 days’ prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (e) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the 108 terms of any of the Credit Card Agreements and that would give the other party thereto the right to cease or suspend payments to any Borrower or Obligor or to establish reserves; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any such Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements and (ii) a Borrower may modify or amend any of the Credit Card Agreements, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to setoff against amounts otherwise payable to such Borrower or greater rights to cease or suspend payments to such Borrower; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless (i) Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent may request) and (ii) such Borrower or Guarantor delivers, or causes to be delivered to Agent, a Credit Card Acknowledgment in favor of Agent; (de) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may in good faith require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not modify, amend or waive any of Credit Card Agreements, in each case in any material respect, or release, terminate, cancel, surrender, modify, amend, waive cancel or release surrender any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor Borrowers and Guarantors may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrowers and Guarantors; provided, that, such Borrower or Guarantor Borrowers and Guarantors shall give Agent not less than ten fifteen (1015) Business Days days prior written notice of its their intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless (i) Agent shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor Borrowers and Guarantors to enter into such agreement (together with such other information with respect thereto as Agent may request) and such Borrower or Guarantor delivers(ii) Borrowers and Guarantors deliver, or causes cause to be delivered to Agent, a Credit Card Acknowledgment in favor of AgentAgent duly authorized, executed and delivered by the new Credit Card Issuer or Credit Card Processor; (de) give Agent immediate written notice of any Credit Card Agreement entered into by such any Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; and (ef) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Borrowers and Guarantors or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (c) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten fifteen (1015) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such (ii) Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (d) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request, provided that the requirements of this subsection (d) shall not be deemed to be a waiver of Borrower’s obligations under subsection (c) hereof; and (e) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (ai) observe Observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (bii) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (A) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party with the prior written consent of the Origination Agent; provided, that, provided that such Borrower or Guarantor Loan Party shall give the Origination Agent not less than ten (10) Business Days 15 days' prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (B) any Loan Party may amend or otherwise modify any Credit Card Agreement, so long as such amendment or other modification does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to set off against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (ciii) not enter into any new Credit Card Agreements Agreement with any new Credit Card Issuer or Credit Card Processor unless (A) the Origination Agent shall have received not less than ten (10) Business Days 30 days' prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) and (B) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to the Origination Agent, a Credit Card Acknowledgment in favor of the Collateral Agent; and (d) give Agent immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may reasonably request; (eiv) furnish to the Origination Agent, promptly upon the request of the Origination Agent, such information and evidence as the Origination Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall of the Loan Parties shall: (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a material default under or material breach of any of the terms of any of the Credit Card Agreements and Agreements; (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, or materially modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, (i) any Borrower or Guarantor such Loan Party may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorLoan Party; provided, that, such Borrower or Guarantor Loan Party shall give Agent the Agents not less than ten fifteen (1015) Business Days days’ prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements, and (ii) any Loan Party may modify or amend any of the Credit Card Agreement, so long as such modification or amendment does not give the Credit Card Issuer or Credit Card Processor party thereto greater rights to setoff against amounts otherwise payable to such Loan Party or greater rights to cease or suspend payments to such Loan Party; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer or Credit Card Processor unless Agent (i) the Agents shall have received not less than ten thirty (1030) Business Days days’ prior written notice of the intention of such Borrower or Guarantor Loan Party to enter into such agreement (together with such other information with respect thereto as Agent the Agents may request) and (ii) such Borrower or Guarantor Loan Party delivers, or causes to be delivered to Agentthe Agents, a Credit Card Acknowledgment in favor of the Collateral Agent; (de) give Agent the Agents immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereofEffective Date, together with a true, correct and complete copy thereof and such other information with respect thereto as any Agent may reasonably request; and (ef) furnish to Agentthe Agents, promptly upon the request of any Agent, such information and evidence as any Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor Loan Party or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.

Credit Card Agreements. Each Borrower and Guarantor shall (a) observe and perform all material terms, covenants, conditions and provisions of the Credit Card Agreements to be observed and performed by it at the times set forth therein; (b) not do, permit, suffer or refrain from doing anything, as a result of which there could be a default under or breach of any of the terms of any of the Credit Card Agreements and (c) at all times maintain in full force and effect the Credit Card Agreements and not terminate, cancel, surrender, modify, amend, waive or release any of the Credit Card Agreements, or consent to or permit to occur any of the foregoing; except, that, any (i) Borrower or Guarantor may terminate or cancel any of the Credit Card Agreements in the ordinary course of the business of such Borrower or GuarantorBorrower; provided, that, such Borrower or Guarantor shall give Agent Lender not less than ten fifteen (1015) Business Days days prior written notice of its intention to so terminate or cancel any of the Credit Card Agreements; (cd) not enter into any new Credit Card Agreements with any new Credit Card Issuer unless Agent (i) Lender shall have received not less than ten thirty (1030) Business Days days prior written notice of the intention of such Borrower or Guarantor to enter into such agreement (together with such other information with respect thereto as Agent Lender may request) and such (ii) Borrower or Guarantor delivers, or causes to be delivered to AgentLender, a Credit Card Acknowledgment in favor of AgentLender; (de) give Agent Lender immediate written notice of any Credit Card Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent Lender may reasonably request; and (ef) furnish to AgentLender, promptly upon the request of AgentLender, such information and evidence as Agent Lender may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the terms, covenants or provisions of the Credit Card Agreements; and (f) not modify any instructions given by Agent to any Credit Card Issuer or Credit Card Processor provided for in any Credit Card Acknowledgement or otherwise direct the remittance of payments under any Credit Card Agreement to any account other than the Blocked Account.