Kodak 2011 Annual Report Download - page 368

SECTION 13
AS TO THE ASSIGNED AGREEMENTS
(a)
Each Grantor will at its expense:
(i)
perform and observe all terms and provisions of the Assigned Agreements to be performed or observed by it to the extent
consistent with its past practice or reasonable business judgement, maintain the Assigned Agreements to which it is a party in
full force and effect, enforce the Assigned Agreements to which it is a party in accordance with the terms thereof and take all
such action to such end as may be requested from time to time by the Agent; and
(ii) furnish
to the Agent promptly upon receipt thereof copies of all notices of defaults in excess of $25,000,000 received by such
Grantor under or pursuant to the Assigned Agreements to which it is a party, and from time to time (A) furnish to the Agent such
information and reports regarding the Assigned Agreements and such other Collateral of such Grantor as the Agent may
reasonably request and (B) upon request of the Agent, make to each other party to any Assigned Agreement to which it is a party
such demands and requests for information and reports or for action as such Grantor is entitled to make thereunder.
(b)
Each Grantor hereby consents on its behalf and on behalf of its Subsidiaries to the assignment and pledge to the Agent for benefit of the
Secured Parties of each Assigned Agreement to which it is a party by any other Grantor hereunder.
(c)
Each Grantor agrees, upon the reasonable request of Agent, to instruct each other party to each Assigned Agreement to which it is a party,
that all payments due or to become due under or in connection with such Assigned Agreement will be made directly to a Pledged Deposit
Account.
(d)
All moneys received or collected pursuant to subsection (c) above shall be (i) released to the applicable Grantor on the terms set forth in
Section 5 so long as no Event of Default shall have occurred and be continuing or (ii) if any Event of Default shall have occurred and be
continuing, applied as provided in Section 19(o).
SECTION 14 AS TO LETTER-OF-CREDIT RIGHTS
(a)
Except as otherwise permitted by the Credit Agreement and this Agreement, each Grantor, by granting a security interest in its
Receivables consisting of letter-of-
credit, hereby assigns to the Agent such rights (including its contingent rights) to the proceeds of all
Related Contracts consisting of letters of credit of which it is or hereafter becomes a beneficiary or assignee. Upon request of the Agent,
each Grantor will promptly use commercially reasonable efforts to cause the issuer of each letter-of-
credit with a stated amount in excess
of $5,000,000 and each nominated person (if any) with respect thereto to consent to such assignment of the proceeds thereof pursuant to a
consent in form and substance reasonably
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