Kodak 2011 Annual Report Download - page 364

damages covered by such insurance. In case of any loss involving damage to Equipment or Inventory when subsection (c) of this Section
9 is not applicable, the applicable Grantor, to the extent determined to be in the business interest of such Grantor, will make or cause to be
made the necessary repairs to or replacements of such Equipment or Inventory, and any proceeds of insurance properly received by or
released to such Grantor shall be used by such Grantor, except as otherwise required hereunder or by the Credit Agreement, to pay or as
reimbursement for the costs of such repairs or replacements or, if such Grantor determines not to repair or replace such Equipment or
Inventory, treat the loss or damage as a disposition under Section 5.02(e)(v) of the Credit Agreement.
(c)
So long as no Event of Default shall have occurred and be continuing, all insurance payments received by the Agent in connection with
any loss, damage or destruction of any Inventory or Equipment will be released by the Agent to the applicable Grantor. Upon the
occurrence and during the continuance of any Event of Default, all insurance payments in respect of such Equipment or Inventory shall be
paid to the Agent and shall, in the Agent's sole discretion, (i) be released to the applicable Grantor for the repair, replacement or
restoration thereof, (ii) be held as additional Collateral hereunder or applied as specified in Section 19(o) or (iii) be released to the Agent
Sweep Account and applied as provided in Section 2.18(h) of the Credit Agreement.
SECTION 10 POST-CLOSING CHANGES; COLLECTIONS ON ASSIGNED AGREEMENTS AND RECEIVABLES
(a)
No Grantor will change its name, place of business, chief executive office, type of organization, jurisdiction of formation or jurisdiction in
which it has tangible personal property from those set forth in Schedule V of this Agreement without first giving at least 15 Business
Days prior written notice to the Agent, or such lesser period of time as agreed by the Agent, and taking all action reasonably required by
the Agent for the purpose of perfecting or protecting the security interest granted by this Agreement. Each Grantor will hold and preserve
its records relating to the Collateral, including, without limitation, the Assigned Agreements and Related Contracts, and will permit
representatives of the Agent at any time during normal business hours to inspect and make abstracts from such records and other
documents to the extent provided in Section 5.01(e) of the Credit Agreement.
(b)
Except as otherwise provided in this subsection (b), each Grantor will continue to collect, at its own expense, all amounts due or to
become due such Grantor under the Assigned Agreements and Receivables. In connection with such collections, such Grantor may take
(and, at the Agent's direction, will take) such action as such Grantor or the Agent may deem necessary or advisable to enforce collection
of the Assigned Agreements and Receivables; provided , however
, that the Agent shall have the right at any time, upon the occurrence
and during the continuance of an Event of Default and upon written notice to such Grantor of its intention to do so, to notify the Obligors
under any Assigned Agreements and Receivables of
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