Compromises and Collection of Collateral. The Grantors and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Accounts, that certain of the Accounts may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Account may exceed the amount that reasonably may be expected to be recovered with respect to an Account. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if an Event of Default has occurred and is continuing, and subject to applicable law, compromise with the obligor on any Account, accept in full payment of any Account such amount as the Administrative Agent in its sole discretion shall determine or abandon any Account, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.
Appears in 3 contracts
Sources: Pledge and Security Agreement (Usg Corp), Pledge and Security Agreement (Usg Corp), Pledge and Security Agreement (Usg Corp)
Compromises and Collection of Collateral. The Grantors Each Grantor and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the AccountsReceivables, that certain of the Accounts Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Account Receivable may exceed the amount that reasonably may be expected to be recovered with respect to an Accountany Receivable. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if an Event of Default has occurred and is continuing, and subject to applicable lawexists, compromise with the obligor on any AccountReceivable, accept in full payment of any Account Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any AccountReceivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.
Appears in 3 contracts
Sources: Credit and Guaranty Agreement (Latham Group, Inc.), Credit and Guaranty Agreement (Latham Group, Inc.), Credit and Guaranty Agreement (Latham Group, Inc.)
Compromises and Collection of Collateral. The Grantors Company and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the AccountsReceivables, that certain of the Accounts Receivables may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Account Receivable may exceed the amount that reasonably may be expected to be recovered with respect to an Accounta Receivable. In view of the foregoing, each Grantor Company agrees that the Administrative Agent may at any time and from time to time, if an Event of Default has occurred and is continuing, and subject to applicable law, compromise with the obligor on any AccountReceivable, accept in full payment of any Account Receivable such amount as the Administrative Agent in its sole discretion shall determine or abandon any AccountReceivable, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.
Appears in 2 contracts
Sources: Credit Agreement (Gci Inc), Credit Agreement (General Communication Inc)
Compromises and Collection of Collateral. The Grantors and the Administrative Agent recognize that setoffs, counterclaims, defenses and other claims may be asserted by obligors with respect to certain of the Accounts, that certain of the Accounts may be or become uncollectible in whole or in part and that the expense and probability of success in litigating a disputed Account may exceed the amount that reasonably may be expected to be recovered with respect to an Account. In view of the foregoing, each Grantor agrees that the Administrative Agent may at any time and from time to time, if an Event of Default has occurred and is continuingcontinuing and the Secured Obligations have been accelerated in accordance with the Credit Agreement, and subject to applicable law, compromise with the obligor on any Account, accept in full payment of any Account such amount as the Administrative Agent in its sole discretion shall determine or abandon any Account, and any such action by the Administrative Agent shall be commercially reasonable so long as the Administrative Agent acts in good faith based on information known to it at the time it takes any such action.
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