COLLATERAL, (IV) OBTAINING THE CONSENTS AND APPROVALS OF ANY
GOVERNMENTAL AUTHORITY OR THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY
CONSENT OF ANY LICENSOR, LESSOR OR OTHER PERSON OBLIGATED ON COLLATERAL, AND
TAKING ALL ACTIONS REQUIRED BY ANY EARLIER VERSIONS OF THE UCC OR BY OTHER LAW,
AS APPLICABLE IN ANY RELEVANT JURISDICTION.
SECTION 6.
COLLECTION AND ADMINISTRATION
6.1
BORROWERS' LOAN ACCOUNTS.
AGENT SHALL MAINTAIN ONE OR MORE LOAN ACCOUNT(S)
ON ITS BOOKS IN WHICH SHALL BE RECORDED (A) ALL LOANS, LETTERS OF CREDIT AND
OTHER OBLIGATIONS AND THE COLLATERAL, (B) ALL PAYMENTS MADE BY OR ON BEHALF OF
ANY BORROWER OR GUARANTOR AND (C) ALL OTHER APPROPRIATE DEBITS AND CREDITS AS
PROVIDED IN THIS AGREEMENT, INCLUDING FEES, CHARGES, COSTS, EXPENSES AND
INTEREST.
ALL ENTRIES IN THE LOAN ACCOUNT(S) SHALL BE MADE IN ACCORDANCE WITH
AGENT'S CUSTOMARY PRACTICES AS IN EFFECT FROM TIME TO TIME.
6.2
STATEMENTS.
AGENT SHALL RENDER TO ADMINISTRATIVE BORROWER EACH MONTH A
STATEMENT SETTING FORTH THE BALANCE IN THE BORROWERS' LOAN ACCOUNT(S) MAINTAINED
BY AGENT FOR BORROWERS PURSUANT TO THE PROVISIONS OF THIS AGREEMENT, INCLUDING
PRINCIPAL, INTEREST, FEES, COSTS AND EXPENSES.
EACH SUCH STATEMENT SHALL BE
SUBJECT TO SUBSEQUENT ADJUSTMENT BY AGENT BUT SHALL, ABSENT MANIFEST ERRORS OR
OMISSIONS, BE CONSIDERED CORRECT AND DEEMED ACCEPTED BY BORROWERS
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AND GUARANTORS AND CONCLUSIVELY BINDING UPON BORROWERS AND GUARANTORS AS AN
ACCOUNT STATED EXCEPT TO THE EXTENT THAT AGENT RECEIVES A WRITTEN NOTICE FROM
ADMINISTRATIVE BORROWER OF ANY SPECIFIC EXCEPTIONS OF ADMINISTRATIVE BORROWER
THERETO WITHIN THIRTY (30) DAYS AFTER THE DATE SUCH STATEMENT HAS BEEN RECEIVED
BY PARENT.
UNTIL SUCH TIME AS AGENT SHALL HAVE RENDERED TO ADMINISTRATIVE
BORROWER A WRITTEN STATEMENT AS PROVIDED ABOVE, THE BALANCE IN ANY BORROWER'S
LOAN ACCOUNT(S) SHALL BE PRESUMPTIVE EVIDENCE OF THE AMOUNTS DUE AND OWING TO
AGENT AND LENDERS BY BORROWERS AND GUARANTORS.
6.3
CASH MANAGEMENT; COLLECTION OF INVENTORY PROCEEDS.
(A)
EACH BORROWER AND GUARANTOR SHALL ESTABLISH AND MAINTAIN,
AT ITS EXPENSE, DEPOSIT ACCOUNT ARRANGEMENTS AND MERCHANT PAYMENT ARRANGEMENTS
WITH THE BANKS SET FORTH ON SCHEDULE 8.10 TO THE INFORMATION CERTIFICATE AND
SUBJECT TO SECTION 5.2(D) HEREOF SUCH OTHER BANKS AS SUCH BORROWER OR GUARANTOR
MAY HEREAFTER SELECT.
THE BANKS SET FORTH ON SCHEDULE 8.10 TO THE INFORMATION
CERTIFICATE CONSTITUTE ALL OF THE BANKS WITH WHICH BORROWERS AND GUARANTORS HAVE
DEPOSIT ACCOUNT ARRANGEMENTS AND MERCHANT PAYMENT ARRANGEMENTS AS OF THE DATE
HEREOF AND IDENTIFIES EACH OF THE DEPOSIT ACCOUNTS AT SUCH BANKS THAT ARE USED
SOLELY FOR RECEIVING STORE RECEIPTS FROM A RETAIL STORE LOCATION OF A BORROWER
(TOGETHER WITH ANY OTHER DEPOSIT ACCOUNTS AT ANY TIME ESTABLISHED OR USED BY ANY
BORROWER FOR RECEIVING SUCH STORE RECEIPTS FROM ANY RETAIL STORE LOCATION,
COLLECTIVELY, THE "STORE ACCOUNTS" AND EACH INDIVIDUALLY, A "STORE ACCOUNT") OR
OTHERWISE DESCRIBES THE NATURE OF THE USE OF SUCH DEPOSIT ACCOUNT BY SUCH
BORROWER.
(I)
EACH BORROWER SHALL DEPOSIT ALL PROCEEDS FROM SALES OF
INVENTORY IN EVERY FORM, INCLUDING, WITHOUT LIMITATION, CASH, CHECKS, CREDIT
CARD SALES DRAFTS, CREDIT CARD SALES OR CHARGE SLIPS OR RECEIPTS AND OTHER FORMS