Collection of Accounts Receivable; Management of Collateral Clause Samples
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Collection of Accounts Receivable; Management of Collateral. (a) Until the Agent has advised the Loan Parties to the contrary after the occurrence and during the continuance of an Event of Default, the Loan Parties may and will enforce, collect and receive all amounts owing on the Accounts Receivable of the Loan Parties for the Agent’s benefit and on the Agent’s behalf, but at the Loan Parties’ expense; such privilege shall terminate, at the election of the Agent, upon the occurrence and during the continuance of an Event of Default. All checks, drafts, notes, money orders, acceptances, cash and other evidences of Indebtedness received directly by the Loan Parties from any of their Account Debtors, as proceeds from Accounts Receivable of the Loan Parties, or as proceeds of any other Collateral, shall be held by the Loan Parties in trust for the Agent and the Lenders and upon receipt be deposited by the Loan Parties in original form and no later than the next Business Day after receipt thereof into a Collection Account. Subject to Section 7.01(q), as soon as practicable after the Effective Date and in any event within 60 days after the Effective Date, the Loan Parties shall cause each Collection Account Bank to enter into a Control Agreement with the Agent, in form and substance reasonably satisfactory to the Agent, with respect to each Collection Account (or execute and deliver the appropriate notices to and use best efforts to obtain acknowledgements from *** with respect to any accounts located in England and Wales). The Loan Parties shall not commingle such collections with the Loan Parties’ own funds or the funds of any of their *** Material has been omitted pursuant to a request for confidential treatment and filed separately with the SEC. Subsidiaries or Affiliates or with the proceeds of any assets not included in the Collateral. At the Agent’s election after the occurrence and during the continuance of an Event of Default, all funds received in the Collection Account shall be sent by wire transfer or Automated Clearing House, Inc. payment to the Agent’s Account for application at the end of each Business Day to reduce the then principal balance of the Term Loan, conditional upon final payment to the Agent. No checks, drafts or other instruments received by the Agent shall constitute final payment to the Agent unless and until such checks, drafts or instruments have actually been collected.
(b) After the occurrence and during the continuance of an Event of Default, the Agent may send a notice of assignment an...
Collection of Accounts Receivable; Management of Collateral. (a) The Loan Parties shall (i) establish and maintain cash management services of a type and on terms reasonably satisfactory to the Agents (it being understood that the cash management services in effect on the Effective Date are satisfactory to the Agents) at one or more of the banks set forth on Schedule 8.01 (each a “Cash Management Bank”) and (ii) deposit or cause to be deposited promptly, and in any event no later than the next Business Day after the date of receipt thereof, all proceeds in respect of any Collateral, all Collections (of a nature susceptible to a deposit in a bank account), and all other amounts received by any Loan Party (including payments made by Account Debtors directly to any Loan Party and remittances on credit card sales) into a Cash Management Account.
(b) Subject to Section 5.03(a) and 8.01(a), and except as otherwise agreed by the Agents, the Loan Parties shall, with respect to each Cash Management Account, deliver to the Collateral Agent a Cash Management Agreement with respect to such Cash Management Account. The Loan Parties shall not maintain cash, Cash Equivalents or other amounts in any deposit account or securities account, unless the Collateral Agent shall have received a Cash Management Agreement in respect of each such deposit account or securities account (other than accounts excluded from the definition of “Cash Management Accounts”).
(c) [Intentionally Omitted].
(d) Upon the terms and subject to the conditions set forth in a Cash Management Agreement with respect to a Cash Management Account, all amounts received in such Cash Management Account shall at the Collateral Agent’s direction be wired each Business Day into the applicable Administrative Agent’s Account, except that, so long as (i) no Event of Default has occurred and is continuing and (ii) average Availability is greater than ten percent (10%) of the then-existing Maximum Revolving Loan Amount during any consecutive 30 day period based on the most recently delivered Borrowing Base Certificate, no Agent will direct any Cash Management Bank to transfer funds in such Cash Management Account to the Administrative Agent’s Account. If the Collateral Agent is sweeping cash from the Cash Management Accounts into the Administrative Agent’s Account in accordance with the immediately preceding sentence, the Collateral Agent shall discontinue such cash sweep and allow the Loan Parties to withdraw cash from the Cash Management Accounts so long as (A) average Availa...
Collection of Accounts Receivable; Management of Collateral. After the occurrence and during the continuance of an Event of Default, the Collateral Agent may send a notice of assignment and/or notice of the Lenders’ security interest to any and all Account Debtors or third parties holding or otherwise concerned with any of the Collateral, and thereafter the Collateral Agent shall have the sole right to collect the Accounts Receivable and/or take possession of the Collateral and the books and records relating thereto. Neither the Borrower nor any Guarantor shall, without prior written consent of the Collateral Agent, grant any extension of time of payment of any Account Receivable, compromise or settle any Account Receivable for less than the full amount thereof, release, in whole or in part, any Person or property liable for the payment thereof, or allow any credit or discount whatsoever thereon, except in the ordinary course of its business.
(a) The Borrower hereby appoints each Agent or its designee on behalf of such Agent as the Borrower’s and each Guarantor’s attorney-in-fact with power exercisable during the continuance of an Event of Default to endorse the Borrower’s and each Guarantor’s name upon any notes, acceptances, checks, drafts, money orders or other evidences of payment relating to the Accounts Receivable, to sign the Borrower’s and each Guarantor’s name on any invoice or b▇▇▇ of lading relating to any of the Accounts Receivable, drafts against Account Debtors with respect to Accounts Receivable, assignments and verifications of Accounts Receivable and notices to Account Debtors with respect to Accounts Receivable, to send verification of Accounts Receivable, and to notify the Postal Service authorities to change the address for delivery of mail addressed to the Borrower or any Guarantor to such address as such Agent may designate and to do all other acts and things necessary to carry out this Agreement. All acts of said attorney or designee are hereby ratified and approved, and said attorney or designee shall not be liable for any acts of omission or commission (other than acts of omission or commission constituting gross negligence or willful misconduct as determined by a final judgment of a court of competent jurisdiction), or for any error of judgment or mistake of fact or law; this power being coupled with an interest is irrevocable until Termination.
(b) Nothing herein contained shall be construed to constitute any Agent as agent of the Borrower or any Guarantor for any purpose whatsoever, and t...
Collection of Accounts Receivable; Management of Collateral. (a) On or prior to the Effective Date, the Borrowers shall assist the Agents in (i) acquiring control over the Existing Lockboxes or, if requested by the Agents, establishing, and, during the term of this Agreement, maintaining one or more replacement lockboxes in the name of the Administrative Agent and identified on Schedule 8.01 hereto (collectively, the "LOCKBOXES") with the Existing Lockbox Bank or other financial institutions set forth on Schedule 8.01 hereto or such other financial institutions selected by the Borrowers and acceptable to the Agents in their sole discretion (each being referred to as a "LOCKBOX BANK"), and (ii) establishing, and during the term of this Agreement, maintaining accounts (each a "COLLECTION ACCOUNT" and, collectively, the "COLLECTION ACCOUNTS") in the name of the Administrative Agent with each Lockbox Bank. Each Borrower shall irrevocably instruct its Account Debtors, with respect to Accounts Receivable of such Person (and Physical Electronics shall so direct the Specified Joint Venture), to remit all payment to be made by checks or other drafts to the Lockboxes and to remit all payments to be made by wire transfer or by Automated Clearing House, Inc. payments as directed by the Administrative Agent and shall instruct each Lockbox Bank to deposit all amounts received in its Lockbox to the Collection Account at such Lockbox Bank on the day received or, if such day is not a Business Day, on the next succeeding Business Day. Until the Administrative Agent has advised the Parent to the contrary after the occurrence and during the continuance of an Event of Default, the Borrowers may and will enforce, collect and receive all amounts owing on the Accounts Receivable of the Borrowers for the Administrative Agent's benefit and on the Administrative Agent's behalf, but at the Borrowers' joint and several expense; such privilege shall terminate, at the election of any Agent, upon the occurrence and during the continuance of any Event of Default. All checks, drafts, notes, money orders, acceptances, cash and other evidences of Indebtedness received directly by any Borrowers from any Account Debtor, as proceeds from Accounts Receivable of such Borrower, or as proceeds of any other
Collection of Accounts Receivable; Management of Collateral. The Loan Parties shall (i) establish and maintain cash management services of a type and on terms reasonably satisfactory to the Agents (it being understood that the cash management services in effect on the Effective Date are satisfactory to the Agents) at one or more of the banks set forth on Schedule 8.01 (each a “Cash Management Bank”) and (ii) deposit or cause to be deposited promptly, and in any event no later than the next Business Day after the date of receipt thereof, all proceeds in respect of any Collateral, all Collections (of a nature susceptible to a deposit in a bank account), and all other amounts received by any Loan Party (including payments made by Account Debtors directly to any Loan Party and remittances on credit card sales) into a Cash Management Account.
Collection of Accounts Receivable; Management of Collateral. (a) The Loan Parties shall establish and maintain cash management services of a type and on terms reasonably satisfactory to the Agents (it being understood that the cash management services in effect on the Effective Date are satisfactory to the Agents) at one or more of the banks or their affiliates set forth on Schedule 8.01 (each a “Cash Management Bank”).
(b) Subject to 8.01(a), and except as otherwise agreed by the Agents, the Loan Parties shall, with respect to each Cash Management Account, deliver to the Collateral Agent a Cash Management Agreement with respect to such Cash Management Account. The Loan Parties shall not maintain cash, Cash Equivalents or other amounts in any deposit account or securities account, unless the Collateral Agent shall have received a Cash Management Agreement in respect of each such deposit account or securities account (other than accounts excluded from the definition of “Cash Management Accounts”). For the avoidance of doubt and notwithstanding anything herein to the contrary, no Cash Management Agreements shall be required for any accounts at PNC.
Collection of Accounts Receivable; Management of Collateral. (a) Borrower shall establish, within 60 days of the Effective Date, and at all times maintain a concentration account (the "Concentration Account") at the Concentration Account Bank and promptly deposit all Collections received by the Borrower from any source immediately upon receipt into the Concentration Account. The Borrower, Lender, and the Concentration Account Bank shall enter into a concentration account agreement, in form and substance satisfactory to Lender, relative to the Concentration Account (the "Concentration Account Agreement").
Collection of Accounts Receivable; Management of Collateral. Subject to the terms of the Intercreditor Agreement:
Collection of Accounts Receivable; Management of Collateral. On or prior to the Effective Date, the Loan Parties shall (i) establish and maintain cash management services of a type and on terms satisfactory to Agent at one or more of the banks set forth on Schedule 8.01 (each a "Cash Management Bank"), and shall take such reasonable steps to enforce, collect and receive all amounts owing on the Accounts Receivable of Loan Parties or any of their Subsidiaries, (ii) deposit or cause to be deposited promptly, and in any event no later than the first Business Day after the date of receipt thereof, all proceeds in respect of any Collateral and all collections and other amounts received by any Loan Party (including payments made by the Account Debtors directly to any Loan Party) into a Cash Management Account and (iii) establish, and during the term of this Agreement, maintain a Cash Management Account with each Cash Management Bank. The Loan Parties shall cause each Cash Management Bank identified on Schedule 8.01 hereto to execute and deliver to the Agent a control agreement, in form and substance reasonably satisfactory to the Agent, or enter into other arrangements in form and substance satisfactory to the Agent, pursuant to which each Cash Management Bank shall irrevocably agree that it will comply at any time with the instructions originated by the Agent to such Cash Management Bank directing the disposition of cash, securities, payments and all other items from time to time credited to such account, without the further consent of such Loan Party, provided that the Agent and the Lenders agree that they will not give such instructions to such Cash Management Banks in the absence of a continuing Event of Default.
Collection of Accounts Receivable; Management of Collateral. The Loan Parties shall (i) establish and maintain cash management services of a type and on terms reasonably satisfactory to the Agents at one or more of the banks set forth on Schedule 8.01 (each a "Cash Management Bank") and (ii) except as otherwise provided under Section 8.01(b), deposit or cause to be deposited in accordance with past practice all proceeds in respect of any Collateral, all Collections (of a nature susceptible to a deposit in a bank account) and all other amounts received by any Loan Party (including payments made by Account Debtors directly to any Loan Party) into a Cash Management Account. The Loan Parties shall make all commercially reasonably efforts to cause any Cash Management Bank at which any Cash Management Account of any Loan Party is maintained to comply with any of the terms of any Cash Management Agreement to which such Cash Management Bank is a party or any securities intermediary, commodity intermediary or other financial institution at which any Controlled Deposit Account or Controlled Securities Account of any Loan Party is maintained to comply with any of the terms of any Cash Management Agreement to which such Person is a party.