Common use of Chattel Paper and Instruments Clause in Contracts

Chattel Paper and Instruments. To the extent constituting Collateral and otherwise required hereby, such Grantor has delivered to the Administrative Agent exclusive Control of all Electronic Chattel Paper and possession of all originals of all Instruments (excluding (i) checks deposited in the ordinary course of business in Deposit Accounts and (ii) promissory notes permitted pursuant to Section 7.2.6 of the Credit Agreement (other than promissory notes permitted pursuant to clauses (a) and (p) of Section 7.2.6 of the Credit Agreement) and Tangible Chattel Paper currently owned or held by such Grantor (duly endorsed in blank in favor of the Administrative Agent). Notwithstanding the foregoing, if no Event of Default has occurred and is continuing and if the aggregate amount of Instruments (excluding (i) checks deposited in the ordinary course of business in Deposit Accounts and (ii) promissory notes permitted pursuant to Section 7.2.6 of the Credit Agreement (other than promissory notes permitted pursuant to clauses (a) and (p) of Section 7.2.6 of the Credit Agreement) and Tangible Chattel Paper not delivered to the Administrative Agent, together with Electronic Chattel Paper in which the Administrative Agent does not have Control, has a face amount of less than $500,000 individually or $1,000,000 in the aggregate, such Grantor shall not be required to deliver or provide Control, as the case may be, of the same to the Administrative Agent.