Common use of Collateral in the Possession of a Bailee Clause in Contracts

Collateral in the Possession of a Bailee. If any Collateral is at any time in the possession of a bailee, warehouseman or elevator, the Debtor shall promptly notify the Secured Party thereof and, at the Secured Party’s request and option, shall promptly obtain an acknowledgement from the bailee, warehouseman or elevator, in form and substance satisfactory to the Secured Party, that the bailee, warehouseman or elevator holds such Collateral for the benefit of the Secured Party, and that such bailee, warehouseman or elevator agrees to comply, without further consent of the Debtor, with instructions from the Secured Party as to such Collateral, including, but not limited to, the delivery of such Collateral to the Secured Party or as the Secured Party directs, or the payment of the sale proceeds of such Collateral to the Secured Party, or as the Secured Party directs. The Secured Party agrees with the Debtor that the Secured Party shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to the bailee, warehouseman or elevator.

Collateral in the Possession of a Bailee. If any Collateral is at any time in the possession of a bailee, warehouseman or elevator, the Debtor shall promptly notify the Secured Party thereof and, at the Secured Party’s request and option, shall promptly obtain an acknowledgement from the bailee, warehouseman or elevator, in form and substance satisfactory to the Secured Party, that the bailee, warehouseman or elevator holds such Collateral for the benefit of the Secured PartyParty as collateral agent for the Banks, and that such bailee, warehouseman or elevator agrees to comply, without further consent of the Debtor, with instructions from the Secured Party as to such Collateral, including, but not limited to, the delivery of such Collateral to the Secured Party or as the Secured Party directs, or the payment of the sale proceeds of such Collateral to the Secured Party, or as the Secured Party directs. The Secured Party agrees with the Debtor that the Secured Party shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to the bailee, warehouseman or elevator.

Collateral in the Possession of a Bailee. If any Collateral of any Grantor is at any time in the possession of a bailee, warehouseman or elevator, the Debtor such Grantor shall promptly notify the Secured Party thereof in writing and, at if requested by the Secured Party’s request and option, shall promptly obtain an a written acknowledgement from the such bailee, warehouseman or elevator, in form and substance satisfactory to the Secured Party, that the bailee, warehouseman or elevator such bailee holds such Collateral for the benefit of the Secured Party, Party and that such bailee, warehouseman or elevator agrees to complyshall act upon the instructions of the Secured Party at any time, without the further consent of the Debtor, with instructions from the Secured Party as to such Collateral, including, but not limited to, the delivery of such Collateral to the Secured Party or as the Secured Party directs, or the payment of the sale proceeds of such Collateral to the Secured Party, or as the Secured Party directsany Grantor. The Secured Party agrees with the Debtor each Grantor that the Secured Party shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor any Grantor with respect to such bailee. Notwithstanding the foregoing, to the extent such Grantor is unable to promptly obtain a written acknowledgement from a bailee, warehouseman or elevatorthen, at the request of the Secured Party, such Grantor shall promptly move such Collateral to a bailee that shall authenticate a record acknowledging that it is holding the Collateral for the benefit of the Secured Party.

Collateral in the Possession of a Bailee. If any Collateral is at any time in the possession of a bailee, warehouseman or elevator, the Debtor shall promptly notify the Secured Party thereof and, at the Secured Party’s request and option, shall promptly obtain an acknowledgement from the bailee, warehouseman or elevator, in form and substance satisfactory to the Secured Party, that the bailee, warehouseman or elevator holds such Collateral for the benefit of the Secured Party, and that such bailee, warehouseman or elevator agrees to comply, without further consent of the Debtor, with instructions from the Secured Party as to such Collateral, Collateral including, but not limited to, the delivery of such Collateral to the Secured Party or as the Secured Party directs, or the payment of the sale proceeds of such Collateral to the Secured Party, or as the Secured Party directs. The Secured Party agrees with the Debtor that the Secured Party shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to the bailee, warehouseman or elevator.

Collateral in the Possession of a Bailee. If any Collateral is at any time in the possession of a third party, bailee, warehouseman or elevator, the Debtor shall promptly notify the Secured Party thereof and, at the Secured Party’s request and option, shall promptly obtain an acknowledgement from the third party, bailee, warehouseman or elevator, in form and substance satisfactory to the Secured Party, that the third party, bailee, warehouseman or elevator holds such Collateral for the benefit of the Secured Party, and that such third party, bailee, warehouseman or elevator agrees to comply, without further consent of the Debtor, with instructions from the Secured Party as to such Collateral, including, but not limited to, the delivery of such Collateral to the Secured Party or as the Secured Party directs, or the payment of the sale proceeds of such Collateral to the Secured Party, or as the Secured Party directs. The Secured Party agrees with the Debtor that the Secured Party shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to the bailee, warehouseman or elevator.5

Collateral in the Possession of a Bailee. If any Collateral is at any time in the possession of a third party, bailee, warehouseman warehouseman, or elevator, the Debtor shall promptly notify the Secured Party thereof and, at the Secured Party’s request and option, shall promptly obtain an acknowledgement from the third party, bailee, warehouseman warehouseman, or elevator, in form and substance satisfactory to the Secured Party, that the third party, bailee, warehouseman warehouseman, or elevator holds such Collateral for the benefit of the Secured Party, waiving any Liens such third party, bailee, elevator, or warehouseman may have in such Collateral, and that such third party, bailee, warehouseman warehouseman, or elevator agrees to comply, without further consent of the Debtor, with instructions from the Secured Party as to such Collateral, including, but not limited to, the delivery of such Collateral to the Secured Party or as the Secured Party directs, or the payment of the sale proceeds of such Collateral to the Secured Party, or as the Secured Party directs, and agrees to provide the Secured Party access to the facility where such Collateral is kept for the purposes of removing the same. The Secured Party agrees with the Debtor that the Secured Party shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to the third party, bailee, warehouseman warehouseman, or elevator. 4.5.

Collateral in the Possession of a Bailee. If any Collateral is at any time in the possession of a third party, bailee, warehouseman or elevator, the Debtor shall promptly notify the Secured Party thereof and, at the Secured Party’s 's request and option, shall promptly obtain an acknowledgement from the third party, bailee, warehouseman or elevator, in form and substance satisfactory to the Secured Party, that the third party, bailee, warehouseman or elevator holds such Collateral for the benefit of the Secured Party, and that such third party, bailee, warehouseman or elevator agrees to comply, without further consent of the Debtor, with instructions from the Secured Party as to such Collateral, including, but not limited to, the delivery of such Collateral to the Secured Party or as the Secured Party directs, or the payment of the sale proceeds of such Collateral to the Secured Party, or as the Secured Party directs. The Secured Party agrees with the Debtor that the Secured Party shall not give any such instructions unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to the third party, bailee, warehouseman or elevator.