Common use of Electronic Chattel Paper and Transferable Records Clause in Contracts

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended), or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 4 contracts

Samples: Security Agreement (Cardinal Ethanol LLC), Security Agreement (Highwater Ethanol LLC), Security Agreement (One Earth Energy LLC)

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Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 4 contracts

Samples: Security Agreement (Itex Corporation), Security Agreement (Itex Corporation), Security Agreement (Itex Corporation)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper Electronic Chattel Paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section § 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party or its Representative control, under Section § 9-105 of the Uniform Commercial Code, of such electronic chattel paper Electronic Chattel Paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section § 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper Electronic Chattel Paper or transferable record permitted under UCC Section § 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section § 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper Electronic Chattel Paper or transferable record.

Appears in 2 contracts

Samples: Junior Subordinated (Pw Eagle Inc), Senior Subordinated (Pw Eagle Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor Debtors at any time holds hold or acquires acquire an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 Sec.16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor Debtors shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9Sec.9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 Sec.16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor Debtors that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor Debtors to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9XXX Xxx.0-105 000 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 Sec.16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of a Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to such electronic chattel paper or transferable recordoccurred.

Appears in 2 contracts

Samples: And Security Agreement (Options Talent Group), Agreement and Plan of Merger (Options Talent Group)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended), or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record. 4.6.

Appears in 2 contracts

Samples: Security Agreement (Cardinal Ethanol LLC), Security Agreement (Cardinal Ethanol LLC)

Electronic Chattel Paper and Transferable Records. If the Debtor any Grantor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor such Grantor shall promptly notify the Secured Party in writing thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial CodeUCC, of such electronic chattel paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor each Grantor that the Secured Party will shall arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor each Grantor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 of the UCC or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 electronic chattel paper or transferable record.

Appears in 2 contracts

Samples: Security and Pledge Agreement (Luminent Mortgage Capital Inc), Security and Pledge Agreement (Luminent Mortgage Capital Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor any Loan Party at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdictionjurisdiction of an amount in excess of $1,000,000, the Debtor such Loan Party shall promptly notify the Secured Party Collateral Agent thereof and, at the request and option of the Secured PartyCollateral Agent, shall take such action as the Secured Party Collateral Agent may reasonably request to vest in the Secured Party control, Collateral Agent control under New York UCC Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party Collateral Agent agrees with the Debtor such Loan Party that the Secured Party Collateral Agent will arrange, pursuant to procedures reasonably satisfactory to the Secured Party Collateral Agent and so long as such procedures will not result in the Secured PartyCollateral Agent’s loss of control, for the Debtor Loan Party to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor such Loan Party with respect to such electronic chattel paper or transferable record.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Spectrum Brands, Inc.), Guarantee and Collateral Agreement (Spectrum Brands, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended), or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 2 contracts

Samples: Security Agreement (Green Plains Renewable Energy, Inc.), Security Agreement (Green Plains Renewable Energy, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 of the Uniform Commercial Code or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 2 contracts

Samples: Security Agreement (Lumenon Innovative Lightwave Technology Inc), Security Agreement (Lumenon Innovative Lightwave Technology Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any With respect to all electronic chattel paper or any “transferable record,” ”, as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended), or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, now or hereafter acquired by or arising in favor of the Debtor Borrower or any Guarantor, the Borrower or the applicable Guarantor, as applicable, shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request request, or as otherwise necessary, to vest in the Secured Party control, under Section 9-105 of ” (as defined in the Uniform Commercial Code, ) of such electronic chattel paper or control “control” under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor Borrower or the applicable Guarantor, as applicable, to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 the Code or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor Borrower or such Guarantor, as applicable, with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Pledge and Security Agreement (Sea Breeze Power Corp)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 9a-105 of the Uniform Commercial Code or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Utah Medical Products Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor any Grantor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor such Grantor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, control under New York UCC Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor such Grantor that the Secured Party will arrange, . pursuant to procedures reasonably satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, . for the Debtor Grantor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor such Grantor with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Guarantee and Security Agreement (HC Innovations, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial CodeUCC, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: 4 Security Agreement (Select Comfort Corp)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the reasonable request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures reasonably satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Coactive Marketing Group Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor any Grantor at any time holds or acquires an interest in any electronic chattel paper Electronic Chattel Paper or any “transferable record,” ”, as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor individually or in aggregate with a value in excess of $150,000, then such Grantor shall promptly (and in any event within ten (10) Business Days from the date of such acquisition (or such later date as permitted by the Secured Party in its sole discretion)), notify the Secured Party thereof and, at the written request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, control under New York UCC Section 9-9- 105 of the Uniform Commercial Code, of such electronic chattel paper Electronic Chattel Paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor such Grantor that the Secured Party will arrange, pursuant to procedures reasonably satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor Grantor to make alterations to the electronic chattel paper Electronic Chattel Paper or transferable record permitted under New York UCC Section 9-105 or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make allow without loss of control, unless an a Trigger Event of Default has occurred and is continuing or would immediately occur after taking into account any action by the Debtor such Grantor with respect to such electronic chattel paper Electronic Chattel Paper or transferable record.. (c)

Appears in 1 contract

Samples: Guarantee and Collateral Agreement (Globalstar, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor Borrower at any time holds or acquires an interest in any electronic chattel paper Electronic Chattel Paper, or any “transferable record,” as that term is defined in Section Sections 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, that constitutes part of the Debtor Collateral, the Borrower shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, control of such electronic chattel paper under Section 9-105 of the Uniform Commercial CodeUCC, or control of such electronic chattel paper or control transferable record under Section 201 of the federal Electronic Signatures in Global and National Commerce Act orAct, as the case may be, or Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor Borrower that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor Borrower to make alterations to the electronic chattel paper or transferable record that it is permitted to make as a party in control under UCC Section 9-105 or, of the UCC as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor Borrower with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Mbia Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor any Loan Party at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor such Loan Party shall promptly notify the Secured Party Collateral Agent thereof and, at the request and option of the Secured PartyCollateral Agent, shall take such action as the Secured Party Collateral Agent may reasonably request to vest in the Secured Party control, Collateral Agent control under New York UCC Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party Collateral Agent agrees with the Debtor such Loan Party that the Secured Party Collateral Agent will arrange, pursuant to procedures reasonably satisfactory to the Secured Party Collateral Agent and so long as such procedures will not result in the Secured PartyCollateral Agent’s loss of control, for the Debtor Loan Party to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor such Loan Party with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Credit Agreement (CHG Healthcare Services, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 9a-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 9a-105 of the Uniform Commercial Code or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Amended and Restated Security Agreement (Franklin Covey Co)

Electronic Chattel Paper and Transferable Records. If the ------------------------------------------------- Debtor at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as may be required under applicable law or as the Secured Party may reasonably request to vest in the Secured Party control, control under Section 9-105 of the Uniform Commercial Code, UCC of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not not, as evidenced by an opinion of nationally recognized counsel in form and substance satisfactory to the Secured Party delivered to the Secured Party, result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.; and

Appears in 1 contract

Samples: Account Control Agreement (Globix Corp)

Electronic Chattel Paper and Transferable Records. If the Debtor any Pledgor at any time holds or acquires an interest in any electronic chattel paper Electronic Chattel Paper or any “transferable record,” as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor such Pledgor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, control under California UCC Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper Electronic Chattel Paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor such Pledgor that the Secured Party will arrange, pursuant to procedures reasonably satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor Pledgor to make alterations to the electronic chattel paper Electronic Chattel Paper or transferable record permitted under California UCC Section 9-105 or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor such Pledgor with respect to such electronic chattel paper Electronic Chattel Paper or transferable record.

Appears in 1 contract

Samples: Collateral Agreement (Rise Gold Corp.)

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Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, with respect to the Collateral the Debtor shall promptly notify the Secured Party thereof and, at the written request and option of the Secured Party, shall take such action as the Secured Party may reasonably request in writing to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Credit Agreement (TRANS LUX Corp)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended), or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Second Amended and Restated Security Agreement (Cardinal Ethanol LLC)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 of the Code or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of a Default has occurred and is continuing or would occur after taking into account any action by the Debtor with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Western Goldfields Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Xeta Technologies Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor Grantor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor Grantor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial CodeNYUCC, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor Grantor that the Secured Party will arrange, pursuant to procedures reasonably satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor Grantor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 of the NYUCC or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor Grantor with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Pledge and Security Agreement (Real Industry, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor any Pledgor at any time holds or acquires an interest in any electronic chattel paper Electronic Chattel Paper or any “transferable record,” as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor such Pledgor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, control under New York UCC Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper Electronic Chattel Paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor such Pledgor that the Secured Party will arrange, pursuant to procedures reasonably satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor Pledgor to make alterations to the electronic chattel paper Electronic Chattel Paper or transferable record permitted under New York UCC Section 9-105 or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor such Pledgor with respect to such electronic chattel paper Electronic Chattel Paper or transferable record.

Appears in 1 contract

Samples: Collateral Agreement (Rise Gold Corp.)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” ”, as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, Subject to the Permitted Liens, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, control under Section 9-105 of the Uniform Commercial Code, UCC of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section §16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 of the UCC or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Lattice INC)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section §16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section §9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section §16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures reasonably satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section §9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 Xxx xx §00 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, 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 such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Virtusa Corp)

Electronic Chattel Paper and Transferable Records. If the any Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section section 16 of the Uniform uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the such Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section section 16 of the Uniform uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor Debtors that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor Debtors to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 of the UCC or, as the case may be, Section section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section section 16 of the Uniform uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor Debtors with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Wci Communities Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor Company at any time holds or acquires an interest in any electronic chattel paper or any "transferable record," as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 (S)16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor Company shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, control under Section 9UCC(S)9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 be,(S)16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor Company that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s 's loss of control, for the Debtor Company to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9(S)9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 (S)16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor Company with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Security Agreement (Proton Energy Systems Inc)

Electronic Chattel Paper and Transferable Records. If the Debtor any Loan Party at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdictionjurisdiction of an amount in excess of $1,000,000, the Debtor such Loan Party shall promptly notify the Secured Party Collateral Agent thereof and, at the request and option of the Secured PartyCollateral Agent, shall take such action as the Secured Party Collateral Agent may reasonably request to vest in the Secured Party control, Collateral Agent control under New York UCC Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party Collateral Agent agrees with the Debtor such Loan Party that the Secured Party Collateral Agent will arrange, pursuant to procedures reasonably satisfactory to the Secured Party Collateral Agent and so long as such procedures will not result in the Secured PartyCollateral Agent’s loss of control, for the Debtor Loan Party to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make allow without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor such Loan Party with respect to such electronic chattel paper or transferable record.. Table of Contents

Appears in 1 contract

Samples: Abl Guarantee and Collateral Agreement (Spectrum Brands, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor any Loan Party at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” ”, as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended)Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor such Loan Party shall promptly notify the Secured Party Lender thereof and, at the request and option of the Secured PartyLender, shall take such action as the Secured Party Lender may reasonably request to vest in the Secured Party control, Lender control under Section 9-105 of the Uniform Commercial Code, UCC of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party Lender agrees with the Debtor Loan Parties that the Secured Party Lender will arrange, pursuant to procedures satisfactory to the Secured Party Lender and so long as such procedures will not result in the Secured PartyLender’s loss of controlsuch control under Section 9-105 of the UCC, for the Debtor applicable Loan Party to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 of the UCC or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor applicable Loan Party with respect to such electronic chattel paper or transferable record.

Appears in 1 contract

Samples: Loan and Security Agreement (Starco Brands, Inc.)

Electronic Chattel Paper and Transferable Records. If the Debtor at any time holds or acquires an interest in any electronic chattel paper or any “transferable record,” as that term is defined in Section 201 of the federal Electronic Signatures in Global and National Commerce Act (as hereafter amended), or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction, the Debtor shall promptly notify the Secured Party thereof and, at the request and option of the Secured Party, shall take such action as the Secured Party may reasonably request to vest in the Secured Party control, under Section 9-105 of the Uniform Commercial Code, of such electronic chattel paper or control under Section 201 of the federal Electronic Signatures in Global and National Commerce Act or, as the case may be, Section 16 of the Uniform Electronic Transactions Act, as so in effect in such jurisdiction, of such transferable record. The Secured Party agrees with the Debtor that the Secured Party will arrange, pursuant to procedures satisfactory to the Secured Party and so long as such procedures will not result in the Secured Party’s loss of control, for the Debtor to make alterations to the electronic chattel paper or transferable record permitted under UCC Section 9-105 or, as the case may be, Section 201 of the federal Electronic Signatures in Global and National Commerce Act or Section 16 of the Uniform Electronic Transactions Act for a party in control to make without loss of control, unless an Event of Default has occurred and is continuing or would occur after taking into account any action by the Debtor Debtors with respect to such electronic chattel paper or transferable record. 4.6.

Appears in 1 contract

Samples: Security Agreement (Cardinal Ethanol LLC)

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