Common use of Allocation of Servicer Responsibilities Clause in Contracts

Allocation of Servicer Responsibilities. (a) Tracking of Collections and other transactions pertaining to the Receivables shall be administered by the Program Manager in a manner consistent with the terms of this Agreement, including, without limitation, Exhibit X hereto. The responsibilities of the Borrowers to the Program Manager have been set forth in Exhibits XII and XIII hereto. Subject to clause (b) of this Section 3.04, the Authorized Representative and the Borrowers shall establish and maintain the Transmission of the Receivable Information to the Program Manager, including, without limitation, the matters described in Exhibits XII and XIII, and shall provide promptly to the Program Manager such other information as the Lender or the Program Manager may request from time to time. (b) Within 60 days of the Closing Date, the Authorized Representative, DMS, DSC, MLI and QO shall establish and maintain the Transmission of Receivable Information with respect to DMS, DSC, MLI and QO, including, without limitation, the matters described in Exhibits XII and XIII, provided that, if the Authorized Representative, DMS, MLI, DSC and QO continue to use best efforts to establish such Transmissions, have established such Transmissions within 90 days of the Closing Date, and such Transmissions are being maintained, the requirements of this Section 3.04(b) shall be deemed satisfied. (c) The Authorized Representative hereby agrees to perform the administration and servicing obligations set forth in Exhibit XII hereto with respect to the Receivables (the "Primary Servicing Responsibilities"). The Lender may, at any time during the continuance of an Event of Default (and shall, without requirement of notice to any party, upon an Event of Default resulting from the events described in clauses (h) or (k) of Exhibit V hereto) appoint another Person to succeed the Authorized Representative in the performance of the Primary Servicing Responsibilities (which replacement shall be effectuated through the outplacement to a recognized third-party collection firm obligated to use commercially reasonable efforts to maximize collections in accordance with the provisions of Article 9 of the UCC). (d) The members of the Lender Group, each Borrower and each Subsidiary of the Borrowers shall comply with the requirements of Exhibit XVII, to the extent that such Exhibit XVII is effective pursuant to the terms thereof.

Allocation of Servicer Responsibilities. (a) Tracking of Collections and other transactions pertaining to the Receivables shall be administered by the Program Manager in a manner consistent with the terms of this Agreement, including, without limitation, Exhibit X hereto. The responsibilities of the Borrowers Borrower and the Guarantors to the Program Manager have been set forth in Exhibits XII X and XIII XI hereto. Subject to clause (b) of this Section 3.042.04, the Authorized Representative Borrower and the Borrowers Guarantors shall establish and maintain the Transmission of the Receivable Information to the Program Manager, including, without limitation, the matters described in Exhibits XII X and XIIIXI, and shall provide promptly to the Program Manager such other information as the Lender Agent or the Program Manager may request from time to time. (b) Within 60 days of the Closing Date, the Authorized Representative, DMS, DSC, MLI and QO shall establish and maintain the Transmission of Receivable Information with respect to DMS, DSC, MLI and QO, including, without limitation, the matters described in Exhibits XII and XIII, provided that, if the Authorized Representative, DMS, MLI, DSC and QO continue to use best efforts to establish such Transmissions, have established such Transmissions within 90 days of the Closing Date, and such Transmissions are being maintained, the requirements of this Section 3.04(b) shall be deemed satisfied. (c) The Authorized Representative Borrower hereby agrees to perform the administration and servicing obligations set forth in Exhibit XII X hereto with respect to the Receivables (the "“ Primary Servicing Responsibilities"”), which performance may be through an outplacement to a recognized third-party servicing and collection firm who is bound to use all commercially reasonable efforts to maximize collections; provided, however, any such outplacement of Primary Servicing Responsibilities shall not relieve the Borrower of its obligation to perform the Primary Servicing Responsibilities. The Lender Agent may, and at the request of the Required Lenders shall, at any time during following the continuance occurrence of an Event of Default (and shall, without requirement of notice subject only to any party, upon an Event of Default resulting from the events described in clauses (h) or (k) of Exhibit V hereto) Orders appoint another Person to succeed the Authorized Representative Borrower in the performance of the Primary Servicing Responsibilities (which replacement shall be effectuated through the outplacement to a recognized third-party collection firm obligated to use commercially reasonable efforts to maximize collections in accordance with the provisions of Article 9 of the UCC). (d) The members of the Lender Group, each Borrower and each Subsidiary of the Borrowers shall comply with the requirements of Exhibit XVII, to the extent that such Exhibit XVII is effective pursuant to the terms thereof.

Allocation of Servicer Responsibilities. (a) Tracking of Collections and other transactions pertaining to the Receivables shall be administered by the Program Manager in a manner consistent with the terms of this Agreement, including, without limitation, Exhibit X hereto. The responsibilities of the Borrowers and the Borrower Representative to the Program Manager have been set forth in Exhibits XII X and XIII XI hereto. Subject to clause (b) of this Section 3.04, the Authorized Representative Borrowers and the Borrowers Borrower Representative shall establish and maintain the Transmission of the Receivable Information to the Program Manager, including, without limitation, the matters described in Exhibits XII X and XIIIXI, and shall provide promptly to the Program Manager such other information as the Lender Agent or the Program Manager may request from time to time. (b) Within 60 days of the Closing Date, the Authorized Representative, DMS, DSC, MLI and QO shall establish and maintain the Transmission of Receivable Information with respect to DMS, DSC, MLI and QO, including, without limitation, the matters described in Exhibits XII and XIII, provided that, if the Authorized Representative, DMS, MLI, DSC and QO continue to use best efforts to establish such Transmissions, have established such Transmissions within 90 days of the Closing Date, and such Transmissions are being maintained, the requirements of this Section 3.04(b) shall be deemed satisfied. (c) The Authorized Borrower Representative hereby agrees to perform the administration and servicing obligations set forth in Exhibit XII X hereto with respect to the Receivables (the "“Primary Servicing Responsibilities"”). The Lender Agent may, and at the direction of the Required Lenders shall, at any time during following the continuance occurrence of an Event of Default (and shall, without requirement of notice to any party, upon an Event of Default resulting from the events described in clauses (h) (perfection on Receivables) or (ki) (Bankruptcy Event) of Exhibit V hereto) appoint another Person to succeed the Authorized Borrower Representative in the performance of the Primary Servicing Responsibilities (which replacement shall be effectuated through the outplacement to a recognized third-party collection firm obligated to use commercially reasonable efforts to maximize collections in accordance with the provisions of Article 9 of the UCC). (d) The members of the Lender Group, each Borrower and each Subsidiary of the Borrowers shall comply with the requirements of Exhibit XVII, to the extent that such Exhibit XVII is effective pursuant to the terms thereof.