Common use of Accounts and Contract Rights Clause in Contracts

Accounts and Contract Rights. (a) Collateral Agent hereby authorizes each Borrower to collect all Accounts constituting Proceeds of Collateral from the Account Debtors. Upon the occurrence of an Event of Default, Collateral Agent shall have the right, acting if it so chooses in each Borrower's name, acting in a commercially reasonable manner, to collect such Borrower's Accounts constituting Proceeds of the Collateral itself, to sell, assign, compromise, discharge or extend the time for payment of any Account, to institute legal action for the collection of any Account, and to do all reasonable acts and things necessary or incidental thereto; provided, however, that such rights shall be subject to the provisions of the Congress Intercreditor Agreement. Each Borrower hereby ratifies all that Collateral Agent shall do in accordance with the terms hereof. Collateral Agent may at any time, after the occurrence of an Event of Default and subject to the provisions of the Congress Intercreditor Agreement, notify any Account Debtor that the Account constituting Proceeds of Collateral payable by such Account Debtor has been assigned to Collateral Agent and is to be paid directly to Collateral Agent. At Collateral Agent's request, after the occurrence of an Event of Default and subject to the provisions of the Congress Intercreditor Agreement, the applicable Borrower shall so notify Account Debtors and shall indicate on all bill▇▇▇▇ ▇▇ Account Debtors that payments thereon are to be made to Collateral Agent.

Appears in 1 contract

Sources: Security Agreement (Wherehouse Entertainment Inc /New/)

Accounts and Contract Rights. (a) a. Collateral Agent hereby authorizes each Borrower to collect all Accounts constituting Proceeds of Collateral from the Account Debtors. Upon the occurrence of an Event of Default, Collateral Agent shall have the right, acting if it so chooses in each Borrower's name, acting in a commercially reasonable manner, to collect such Borrower's Accounts constituting Proceeds of the Collateral itself, to sell, assign, compromise, discharge or extend the time for payment of any Account, to institute legal action for the collection of any Account, and to do all reasonable acts and things necessary or incidental thereto; provided, however, that such rights shall be subject to the provisions of the Congress Intercreditor Agreement. Each Borrower hereby ratifies all that Collateral Agent shall do in accordance with the terms hereof. Collateral Agent may at any time, after the occurrence of an Event of Default and subject to the provisions of the Congress Intercreditor Agreement, notify any Account Debtor that the Account constituting Proceeds of Collateral payable by such Account Debtor has been assigned to Collateral Agent and is to be paid directly to Collateral Agent. At Collateral Agent's request, after the occurrence of an Event of Default and subject to the provisions of the Congress Intercreditor Agreement, the applicable Borrower shall so notify Account Debtors and shall indicate on all billbillings to Accoun▇ ▇▇▇▇ Account Debtors ▇▇s that payments thereon are to be made to Collateral Agent.

Appears in 1 contract

Sources: Security Agreement (Wherehouse Entertainment Inc)