Common use of Collection of Accounts; Payments Clause in Contracts

Collection of Accounts; Payments. (a) Until the Agent notifies the Borrower to the contrary, the Borrower shall and shall cause LDM Canada to make collection of all Accounts and other Collateral and Guarantor Collateral for the Agent, shall and shall cause LDM Canada to receive all payments as the Agent's trustee, and shall immediately deliver all payments in their original form duly endorsed in blank into a Payment Account established for the account of the Borrower or LDM Canada, as applicable at a bank acceptable to Agent and subject to documentation acceptable to Agent. The Borrower shall and shall cause LDM Canada to establish a lock-box service for collections of Accounts at a bank acceptable to the Agent and pursuant to documentation satisfactory to the Agent. The Borrower shall and shall cause LDM Canada to instruct all Account Debtors to make all payments directly to the address established for such service. If, notwithstanding such instructions, the Borrower or LDM Canada, as applicable, receives any proceeds of Accounts, it shall receive such payments as the Agent's trustee, and shall immediately deliver such payments to the Agent in their original form duly endorsed in blank or deposit them into a Payment Account, as the Agent may direct. All collections received in any such lock-box or Payment Account or directly by the Borrower or LDM Canada, as the case may be, or the Agent, and all funds in any Payment Account or other account to which such collections are deposited shall be subject to the Agent's sole control. The Agent or the Agent's designee may, at any time, notify Account Debtors that the Accounts have been assigned to the Agent and of the Agent's security interest therein. If an Event of Default shall have occurred and be continuing, the Agent may collect the Accounts directly and charge the collection costs and expenses to the Borrower's Loan Account as a Revolving Loan. When an Event of Default exists, the Borrower, at the Agent's request, shall execute and deliver and shall cause LDM Canada to execute and deliver to the Agent such documents as the Agent shall require to grant the Agent access to any post office box in which collections of Accounts are received. (b) If sales of Inventory are made for cash, the Borrower shall and shall cause LDM Canada to immediately deliver to the Agent or deposit into a Payment Account the identical checks, cash, or other forms of payment which the Borrower receives. (c) All payments, including immediately available funds received by the Agent at a bank designated by it, received by the Agent on account of Accounts or as proceeds of other Collateral will be the Agent's sole property for the benefit of the Lenders and will be credited to the Borrower's Loan Account on the same Business Day as such payments are received in immediately available funds. (d) Notwithstanding anything to the contrary herein and in particular Section 4.8, all proceeds and collections of LDM Canada's Accounts and other Collateral and payments received by the Agent and/or Lenders from LDM Canada shall be applied to fees and expense reimbursements not in the nature of interest for the purposes of the Income Tax Act of Canada and to principal before being applied to interest due or fees and expense reimbursements which are or may be in the nature of interest payments for the purposes of the Income Tax Act of Canada.

Collection of Accounts; Payments. (a) Until the Agent notifies the Borrower to the contrary, the Borrower shall shall, and shall cause LDM SDI Canada to to, (i) make collection of all Accounts and other Collateral of the Borrower and Guarantor Collateral SDI Canada for the Agent, shall and shall cause LDM Canada to (ii) receive all payments (but only following notice from the Agent in the case of SDI Canada) as the Agent's trustee, and shall (iii) immediately (and following notice from the Agent in the case of SDI Canada) deliver all payments in their original form duly endorsed in blank into a Payment Account established for the account of the Borrower or LDM SDI Canada, as applicable the case may be, at a bank acceptable to Agent and subject to documentation acceptable to Agent. The If the Agent requests, the Borrower shall shall, and shall cause LDM SDI Canada to to, establish a lock-box service for collections of Accounts of the Borrower or SDI Canada, as the case may be, at a bank acceptable to the Agent and pursuant to documentation satisfactory to the Agent. The If such lock-box service is established, the Borrower shall shall, and shall cause LDM SDI Canada to to, instruct all Account Debtors to make all payments directly to the address established for such service. If, notwithstanding such instructions, the Borrower or LDM Canada, as applicable, SDI Canada receives any proceeds of Accounts, it shall receive such payments as the Agent's trustee, and shall immediately deliver such payments to the Agent in their original form duly endorsed in blank or deposit them into a Payment AccountAccount of the Borrower or SDI Canada, as the case may be, as the Agent may direct. All collections received in any such lock-box or Payment Account or directly by the Borrower or LDM CanadaBorrower, as the case may be, SDI Canada or the Agent, and all funds in any Payment Account or other account to which such collections are deposited shall be subject to the Agent's sole control; PROVIDED, that so long as the Agent has not provided a Payment Direction Notice to the bank at which such Payment Account is maintained, all collections received in such Payment Account shall be transferred to a disbursement account designated by the Borrower or SDI Canada, as the case may be. The Agent may, and at the direction of the Majority Lenders will, provide a Payment Direction Notice at any time that an Event of Default exists or the Borrower's Availability is less than $20,000,000. The Agent or the Agent's designee may, at any timetime after the occurrence of an Event of Default, notify Account Debtors that the Accounts of the Borrower and SDI Canada have been assigned to the Agent and of the Agent's security interest therein. If an Event of Default shall have occurred , and be continuing, the Agent may collect the Accounts them directly and charge the collection costs and expenses to the Borrower's Loan Account as a Revolving Loan. When So long as an Event of Default existshas occurred and is continuing, the Borrower, at the Agent's request, shall execute and deliver shall, and shall cause LDM SDI Canada to to, execute and deliver to the Agent such documents as the Agent shall require to grant the Agent access to any post office box in which collections of Accounts of the Borrower or SDI Canada are received. (b) If sales of Inventory are made or services are rendered for cash, the Borrower shall shall, and shall cause LDM SDI Canada to to, immediately deliver to the Agent or deposit into a Payment Account the identical checks, cash, or other forms of payment cash which the Borrower or SDI Canada, as the case may be, receives. (c) All payments, including immediately available funds received by the Agent at a bank designated by it, payments received by the Agent on account of Accounts of the Borrower or SDI Canada or as proceeds of other Collateral of the Borrower or SDI Canada will be the Agent's sole property for its benefit and the benefit of the Lenders and will be credited to the Borrower's Loan Account on the same Business Day as such payments are received in (conditional upon final collection) upon receipt of immediately available funds. (d) Notwithstanding anything In the event the Borrower repays all of the Obligations upon the termination of this Agreement or upon acceleration of the Obligations, other than through the Agent's receipt of payments on account of the Accounts or proceeds of the other Collateral, such payment will be credited (conditional upon final collection) to the contrary herein and in particular Section 4.8, all proceeds and collections Borrower's Loan Account after the Agent's receipt of LDM Canada's Accounts and other Collateral and payments received by the Agent and/or Lenders from LDM Canada shall be applied to fees and expense reimbursements not in the nature of interest for the purposes of the Income Tax Act of Canada and to principal before being applied to interest due or fees and expense reimbursements which are or may be in the nature of interest payments for the purposes of the Income Tax Act of Canadaimmediately available funds.

Collection of Accounts; Payments. (a) Until the Agent Lender notifies the Borrower to the contrary, the Borrower shall, and at the request of the Lender at any time Availability is less than $2,000,000 or any other time as the Lender in its sole discretion shall and determine, shall cause LDM Paradyne Canada to to: (i) make collection of all Accounts and other Collateral and Guarantor or Canadian Collateral for the AgentLender, shall and shall cause LDM Canada to (ii) receive all payments as the AgentLender's trustee, and shall (iii) immediately deliver all payments to the Lender in their original form duly endorsed in blank or deposit them into a Payment Account established for at the account of Lender's request, as the Lender may direct. If the Lender requests, the Borrower or LDM Canadashall, as applicable at a bank acceptable to Agent and subject to documentation acceptable to Agent. The Borrower shall and shall cause LDM Paradyne Canada to to, establish a lock-box service for collections of Accounts at a bank or banks mutually acceptable to the Agent Lender and the Borrower and pursuant to documentation satisfactory to the AgentLender. The If such lock-box service is established, the Borrower shall instruct, and to the extent provided for in the documentation relating to Paradyne Canada Accounts shall cause LDM Paradyne Canada to instruct instruct, all Account Debtors to make all payments directly to the address established for such service. If, notwithstanding such instructions, the Borrower or LDM Canada, as applicable, Paradyne Canada receives any proceeds Proceeds of Accounts, it shall 36 44 receive such payments as the AgentLender's trustee, and shall immediately deliver such payments to the Agent Lender in their original form duly endorsed in blank or deposit them into a Payment Account, as and to the Agent extent that the Lender may direct. All collections of Accounts and other Collateral or Canadian Collateral received in any such lock-lock box or Payment Account or directly by the Borrower or LDM Canada, Paradyne Canada (as the case may be, ) or the AgentLender, and all funds in any Payment Account or other account to which such collections are deposited deposited, shall be the sole property to the Lender and subject to the AgentLender's sole control. The Agent Lender or the AgentLender's designee may, at any time, notify Account Debtors obligors that the Accounts have been assigned to the Agent Lender and of the Agent's security interest Security Interest or the Canadian Security Interest therein. If an Event of Default shall have occurred , and be continuing, the Agent may collect the Accounts them directly and charge the collection costs and expenses to the Borrower's Loan Account loan account as a Revolving Loan. When an Event of Default exists, At the Borrower, at the AgentLender's request, the Borrower shall execute and deliver deliver, and shall cause LDM Paradyne Canada to execute and deliver deliver, to the Agent Lender such documents as the Agent lender shall require to grant the Agent Lender access to any post office box in which collections of Accounts are received. (b) If sales of Inventory are made for cash, the Borrower shall shall, and at the request of the Lender shall cause LDM Paradyne Canada to to, immediately deliver to the Agent or deposit into a Payment Account Lender the identical checks, cash, or other forms of payment which the Borrower or Paradyne Canada receives. (c) All payments, including immediately available funds payments received by the Agent at a bank designated by it, received by the Agent Lender on account of Accounts or as proceeds Proceeds of other Collateral or Canadian Collateral will be the AgentLender's sole property for the benefit of the Lenders and will be credited to the Borrower's Loan Account on the same loan account (conditional upon final collection) after allowing two (2) Business Day as such payments are received in immediately available fundsDays for collection. (d) Notwithstanding anything In the event the Borrower repays all of the Obligations upon the termination of this Agreement, other than through the Lender's receipt of payments on account of Accounts or Proceeds of other Collateral or Canadian Collateral, such payment will be credited (conditional upon final collection) to the contrary herein and in particular Section 4.8, all proceeds and collections of LDM CanadaBorrower's Accounts and other Collateral and payments received by loan account two (2) Business Days after the Agent and/or Lenders from LDM Canada shall be applied to fees and expense reimbursements not in the nature of interest for the purposes of the Income Tax Act of Canada and to principal before being applied to interest due or fees and expense reimbursements which are or may be in the nature of interest payments for the purposes of the Income Tax Act of CanadaLender's receipt thereof.

Collection of Accounts; Payments. (a) Until the Agent notifies the Borrower to the contrary, the Borrower shall and shall cause LDM Canada to make collection of all Accounts and other Collateral and Guarantor Collateral for the Agent, shall and shall cause LDM Canada to receive all payments as the Agent's trustee, and shall immediately deliver all payments in their original form duly endorsed in blank into a Payment Account established for the account of the Borrower or LDM Canada, as applicable at a bank acceptable to Agent and subject to documentation acceptable to Agent. The Borrower shall and shall cause LDM Canada to establish a lock-box service for collections of Accounts at a bank acceptable to the Agent and pursuant to documentation satisfactory to the Agent. The Borrower shall and shall cause LDM Canada to instruct all Account Debtors to make all payments directly to the address established for such service. If, notwithstanding such instructions, the Borrower or LDM Canada, as applicable, receives any proceeds of Accounts, it shall receive such payments as the Agent's trustee, and shall immediately deliver such payments to the Agent in their original form duly endorsed in blank or deposit them into a Payment Account, as the Agent may direct. All collections received in any such lock-box or Payment Account or directly by the Borrower or LDM Canada, as the case may be, or the Agent, and all funds in any Payment Account or other account to which such collections are deposited shall be subject to the Agent's sole control. The Agent or the Agent's designee may, at any time, notify Account Debtors that the Accounts have been assigned to the Agent and of the Agent's security interest therein. If an Event of Default shall have occurred and be continuing, the Agent may collect the Accounts directly and charge the collection costs and expenses to the Borrower's Loan Account as a Revolving Loan. When an Event of Default exists, the Borrower, at the Agent's request, shall execute and deliver and shall cause LDM Canada to execute and deliver to the Agent such documents as the Agent shall require to grant the Agent access to any post office box in which collections of Accounts are received. (b) If sales of Inventory are made for cash, the Borrower shall and shall cause LDM Canada to immediately deliver to the Agent or deposit into a Payment Account the identical checks, cash, or other forms of payment which the Borrower receives. (c) All payments, including immediately available funds received by the Agent at a bank designated by it, received by the Agent on account of Accounts or as proceeds of other Collateral will be the Agent's sole property for the benefit of the Lenders and will be credited to the Borrower's Loan Account on the same Business Day as such payments are received in immediately available funds. (d) Notwithstanding anything to the contrary herein and in particular Section 4.8, all proceeds and collections of LDM Canada's Accounts and other Collateral and payments received by the Agent and/or Lenders from LDM Canada shall be applied to fees and expense reimbursements not in the nature of interest for the purposes of the Income Tax Act of Canada and to principal before being applied to interest due or fees and expense reimbursements which are or may be in the nature of interest payments for the purposes of the Income Tax Act of Canada.

Collection of Accounts; Payments. (a) Until the Agent notifies the Borrower Borrowers to the contrary, the each Borrower shall shall, and shall cause LDM SDI Canada to to, (i) make collection of all Accounts and other Collateral of such Borrower and Guarantor Collateral SDI Canada for the Agent, shall and shall cause LDM Canada to (ii) receive all payments (but only following notice from the Agent in the case of SDI Canada) as the Agent's trustee, and shall (iii) immediately (and following notice from the Agent in the case of SDI Canada) deliver all payments in their original form duly endorsed in blank into a Payment Account established for the account of the such Borrower or LDM SDI Canada, as applicable the case may be, at a bank acceptable to Agent and subject to documentation acceptable to Agent. The If the Agent requests, such Borrower shall shall, and shall cause LDM SDI Canada to to, establish a lock-box service for collections of Accounts of such Borrower or SDI Canada, as the case may be, at a bank acceptable to the Agent and pursuant to documentation satisfactory to the Agent. The If such lock-box service is established, such Borrower shall shall, and shall cause LDM SDI Canada to to, instruct all Account Debtors to make all payments directly to the address established for such service. If, notwithstanding such instructions, the a Borrower or LDM Canada, as applicable, SDI Canada receives any proceeds of Accounts, it shall receive such payments as the Agent's trustee, and shall immediately deliver such payments to the Agent in their original form duly endorsed in blank or deposit them into a Payment AccountAccount of such Borrower or SDI Canada, as the case may be, as the Agent may direct. All collections received in any such lock-box or Payment Account or directly by the Borrower or LDM Canadaa Borrower, as the case may be, SDI Canada or the Agent, and all funds in any Payment Account or other account to which such collections are deposited shall be subject to the Agent's sole control; provided, that so long as the Agent has not provided a Payment Direction Notice to the bank at which such Payment Account is maintained, all collections received in such Payment Account shall be transferred to a disbursement account designated by such Borrower or SDI Canada, as the case may be. The Agent may, and at the direction of the Majority Lenders will, provide a Payment Direction Notice at any time that an Event of Default exists or Aggregate Availability is less than $20,000,000. The Agent or the Agent's designee may, at any timetime after the occurrence of an Event of Default, notify Account Debtors that the Accounts of a Borrower and SDI Canada have been assigned to the Agent and of the Agent's security interest therein. If an Event of Default shall have occurred , and be continuing, the Agent may collect the Accounts them directly and charge the collection costs and expenses to such Borrower's, and in the Borrowercase of SDI Canada's Accounts, ISA's, Loan Account as a Revolving Loan. When So long as an Event of Default existshas occurred and is continuing, the each Borrower, at the Agent's request, shall execute and deliver shall, and shall cause LDM SDI Canada to to, execute and deliver to the Agent such documents as the Agent shall require to grant the Agent access to any post office box in which collections of Accounts of such Borrower or SDI Canada are received. (b) If sales of Inventory are made or services are rendered for cash, the each Borrower shall shall, and shall cause LDM SDI Canada to to, immediately deliver to the Agent or deposit into a Payment Account the identical checkscash which such Borrower or SDI Canada, cashas the case may be, or other forms of payment which the Borrower receives. (c) All payments, including immediately available funds received by the Agent at a bank designated by it, payments received by the Agent on account of Accounts of a Borrower or SDI Canada or as proceeds of other Collateral of a Borrower or SDI Canada will be the Agent's sole property for its benefit and the benefit of the Lenders and will be credited to such Borrower's, and in the Borrowercase of SDI Canada's Collateral, ISA's, Loan Account on the same Business Day as such payments are received in (conditional upon final collection) upon receipt of immediately available funds. (d) Notwithstanding anything In the event the Borrowers repay all of the Obligations upon the termination of this Agreement or upon acceleration of the Obligations, other than through the Agent's receipt of payments on account of the Accounts or proceeds of the other Collateral, such payment will be credited (conditional upon final collection) to the contrary herein and in particular Section 4.8, all proceeds and collections applicable Borrower's Loan Account after the Agent's receipt of LDM Canada's Accounts and other Collateral and payments received by the Agent and/or Lenders from LDM Canada shall be applied to fees and expense reimbursements not in the nature of interest for the purposes of the Income Tax Act of Canada and to principal before being applied to interest due or fees and expense reimbursements which are or may be in the nature of interest payments for the purposes of the Income Tax Act of Canadaimmediately available funds.