Actions Affecting the Collateral Sample Clauses
Actions Affecting the Collateral. (a) Except with the Secured Party's prior written consent or as otherwise expressly permitted in the Credit Agreement, each Grantor agrees that it shall not sell or otherwise dispose of any Collateral, except for Inventory sold in accordance with Section 9(b).
(b) Each Grantor shall safeguard, protect and hold all Inventory for the Secured Party's account and make no disposition thereof except in the regular course of the business of such Grantor as herein provided. Unless the Secured Party has given a Grantor notice to the contrary, as provided for below, any Inventory may be sold and shipped by any Grantor to its customers in the ordinary course of such Grantor's business, on open account and on terms generally extended by such Grantor to its customers. The Secured Party shall have the right to withdraw the foregoing authorization at any time following the occurrence and during the continuation of an Event of Default, in which event no further disposition shall be made of the Inventory by any Grantor without the Secured Party's prior written approval. Upon the sale, exchange, or other disposition of Inventory, the Lien provided for herein shall, without break in continuity and without further formality or act, continue in, and attach to, all proceeds thereof, including any instruments for the payment of money, Accounts Receivable, contract rights, documents of title, shipping documents, chattel paper and all other cash and non-cash proceeds of such sale, exchange or disposition. As to any such sale, exchange or other disposition, the Secured Party shall have all of the rights of an unpaid seller, including stoppage in transit, replevin, rescission and reclamation.
(c) Each Grantor shall take all necessary action to ensure that, except for Permitted Liens, such Grantor is (or, at all times after additional Collateral is acquired by it, will be) the absolute owner of the Collateral other than Inventory obtained on consignment or pursuant to any similar arrangement, with full right to create a Lien thereon, free and clear of any and all claims or Liens in favor of others other than the Lien in favor of the Secured Party created hereby and other Permitted Liens. Each Grantor agrees that it shall not grant, create or permit to exist any Lien upon all or any portion of the Collateral, or any proceeds thereof, in favor of any other Person other than the Secured Party or holders of the Permitted Liens and the rights of vendors providing Inventory to such Grantor...
Actions Affecting the Collateral. The Grantor, at the Grantor’s expense, shall appear in and contest any action or proceeding purporting to affect the Collateral or the security hereof or the rights or powers of the Beneficiary or the Trustee. The Grantor shall pay all costs and expenses incurred by the Beneficiary or the Trustee, including the cost of evidence of title and reasonable attorneys’ fees and documented out-of-pocket expenses of one primary legal counsel of the Beneficiary (and, if necessary, one local counsel, in each relevant jurisdiction acting on behalf of the Beneficiary) and the Trustee (other than in the event of an actual conflict between the Trustee, the Beneficiary and/or any other Indemnified Party, in which case such Indemnified Party shall be entitled to its own legal counsel), in any such action or proceeding in which the Beneficiary or the Trustee may appear.
Actions Affecting the Collateral. (a) Debtor shall, at its expense:
(i) Keep all Collateral at 1▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, and shall not change the location of any such Collateral, or Debtor’s name, unless it has given thirty (30) days prior written notice to the Secured Party and all action required by or requested pursuant to Section 5 in connection with such change shall have been taken;
(ii) Promptly give notice to the Secured Party of any material loss or damage to any of its Collateral;
(iii) Defend title to the Collateral against all Persons and against all claims whatsoever;
(iv) Pay promptly when due all property and other taxes, assessments and governmental charges or levies imposed upon, and all claims (including claims for labor, material and supplies) against the Collateral, except to the extent the validity thereof is being contested in good faith and appropriate reserves therefor;
(v) Keep accurate records of the Collateral, including the location thereof, and permit the Secured Party to inspect and have access to any of the Collateral and any Collateral and to furnish to the Secured Party at its request any and all information which Debtor may have with respect to the Collateral.
(b) Debtor shall not without the prior written consent of the Secured Party, (i) sell, assign (by operation of law or otherwise) or otherwise dispose of any of the Collateral, or (ii) create or suffer to exist any lien upon or with respect to any of the Collateral, except for the assignment and security interest created by this Agreement.
(c) Debtor agrees that the Collateral consists of tangible property and is now and shall remain personal property, notwithstanding the manner in which such Collateral or any part thereof shall now or hereafter be affixed or annexed to real estate.
Actions Affecting the Collateral. Trustor, at Trustor's expense, shall appear in and contest any action or proceeding purporting to affect the Collateral or the security hereof or the rights or powers of Beneficiary or Trustee. Trustor shall pay all costs and expenses incurred by Beneficiary or Trustee, including the cost of evidence of title and attorneys' fees, in any such action or proceeding in which Beneficiary or Trustee may appear.