Inventory Collateral. Sale and Leaseback. Enter into any arrangement with any Person or Persons, whereby in contemporaneous transactions Borrower sells essentially all of its right, title and interest in an asset and, in connection therewith, acquires, leases or licenses back the right to use such asset, except to the extent the asset subject to such sale and leaseback arrangement was sold by Borrower in a transaction permitted by Section 5.3 hereof.
Inventory Collateral. If any Proceeds or payment in respect of the Inventory Collateral is received by Inventory Lender after the Inventory Lender Payoff, Inventory Lender shall receive and hold the same for the benefit of Receivable Lender and shall forthwith deliver the same to Receivable Lender in precisely the form received (except for the endorsement or assignment of Inventory Lender, without recourse, where necessary), for application on the Receivable Obligations, due or not due, and, until so delivered, the same shall be held by Inventory Lender as the property of Receivable Lender. In event of the failure of Inventory Lender to make any such endorsement or assignment to Receivable Lender, Receivable Lender, or any of its officers or employees, is hereby irrevocably authorized to make the same.
Inventory Collateral. With respect to all Inventory Collateral:
Inventory Collateral. 1. Total Raw Material Inventory of Borrower and Subsidiary Guarantors (B1)
2. Less: Ineligible Raw Material Inventory (pursuant to definition of “Eligible Inventory” in Credit Agreement)
a. Does not or has ceased to create a valid and perfected first priority security interest and lien in favor of Administrative Agent
b. Located at a location other than locations specified on Annex B to the Secuirty Agreement
c. Not in good saleable or usable condition in the normal course of business
d. On consignment from or subject to any repurchase agreement from any supplier
e. Repossessed or slow-moving goods
f. Subject to a negotiable document of title
g. Subject to any license or other agreement that limits or restricts the right to sell or dispose of such Inventory
h. Constitutes packaging materials, supplies or promotional materials
i. Not located within the U.S.
j. Located in a public warehouse or in possession of a bailee and no warehouse or bailee agreement has been entered into
k. Located at a leased location and no landlord agreement has been entered into
l. Other ineligible Inventory as determined by the Administrative Agent Less: Ineligible Raw Material Inventory (pursuant to definition of “Eligible Inventory” in Credit Agreement) — (B2)
3. Eligible Raw Material Inventory (B1 - B2) $ — (B3)
4. Raw Material Inventory Advance Rate 30.0 %(B4)
5. Available Raw Material Inventory (B3 * B4) $ — (B5)
6. Total Finished Goods Inventory of Borrower and Subisidiary Guarantors (B6)
7. Less: Ineligible Finished Goods Inventory (pursuant to definition of “Eligible Inventory” in Credit Agreement)
a. Does not or has ceased to create a valid and perfected first priority security interest and lien in favor of Administrative Agent
b. Located at a location other than locations specified on Annex B to the Secuirty Agreement
c. Not in good saleable or usable condition in the normal course of business
d. On consignment from or subject to any repurchase agreement from any supplier
e. Repossessed or slow-moving goods
f. Subject to a negotiabele document of title
g. Subject to any license or other agreement that limits or restricts the right to sell or dispose of such Inventory
h. Constitutes packaging materials, supplies or promotional materials
i. Not located within the U.S.
j. Located in a public warehouse or in possession of a bailee and no warehouse or bailee agreement has been entered into
k. Located at a leased location and no landlord agreement has been entered into
l. Othe...
Inventory Collateral. (a) At the time the related Advance is deemed made, Borrower will, to its knowledge, have good and marketable title to all of the Inventory Collateral subject only to Permitted Exceptions described on Schedule 6.5.
(b) Borrower shall maintain good and marketable title to the Inventory Collateral subject to Permitted Exceptions and shall defend such title against all claims of other Persons except Lender.
(c) Borrower shall not transfer, sell, assign, or enter into any options to purchase, installment sales contracts or contracts for deed with respect to all or any portion of the Inventory Collateral. Borrower shall not take any action (or permit or consent to the taking of any action) which might impair the value of the Inventory Collateral or any of the rights of Lender in the Inventory Collateral.
Inventory Collateral. At any time, permit inventory Collateral in an aggregate amount in excess of $1,000,000 to be held at locations not owned or leased by a Loan Party.
Inventory Collateral. Raw Materials Work-in- Process CAN Finished Goods Mill Stores* Total Inventory
1. Perpetual Inventory of Borrower $ — $ — $ — $ — $ —
2. Less: Ineligible Inventory for All Inventory Categories:
a. Inventory that does not have a valid and marketable title — — — — — b. Foreign inventory including Mokpo — — — — — c. Warehouses < $100,000 — — — — — f. Obsolete — — — — —
n. Goods that do not conform to the representations, warranties and covenants contained in the Agreement — — — — — y. Inventory that is subject to any license or other arrangement — — — — — z. In-Transit Inventory — — — — —
4. Eligible Inventory Collateral (A1 - A3) $ — $ — $ — $ — $ —
Inventory Collateral. Receivable Lender's liens and security interests in the Inventory Collateral, whether now existing or hereafter arising pursuant to operation of law or otherwise, shall be subordinated to Inventory Lender's liens and security interests in the Inventory Collateral, and each holder of the Receivables Obligations, by acceptance of all or any portion of the Receivables Obligations, whether upon original issuance, transfer, assignment or exchange, agrees to be bound by the provisions of this Agreement.
Inventory Collateral. Until payment in full of the Inventory Lender Debt, Inventory Lender shall have the exclusive right (i) to manage, perform and enforce the terms of the Inventory Loan Documents with respect to the Inventory Collateral, (ii) to exercise and enforce all privileges and rights thereunder with respect to the Inventory Collateral according to its discretion and the exercise of its business judgment including, but not limited to, the exclusive right to take or retake possession of the Inventory Collateral and (iii) to hold, prepare for sale, process, sell, lease, dispose of, or liquidate the Inventory Collateral, pursuant to a foreclosure or otherwise. Notwithstanding anything to the contrary contained in any document, instrument or agreement evidencing, securing or otherwise executed in connection with the incurrence of the Receivables Obligations, until payment in full of the Inventory Lender Debt the Inventory Lender alone shall have the right to restrict or permit, or approve or disapprove, the sale, transfer or other disposition of Inventory Collateral. Accordingly, subject to Section 6(d) below, should Inventory Lender elect to exercise its rights and remedies with respect to any of the Inventory Collateral, Inventory Lender may proceed to do so without regard to any interest of Receivable Lender, and Receivable Lender waives any claims that it may have against Inventory Lender for any disposition of the Inventory Collateral made in good faith. Subject to Section 6(d), Receivable Lender agrees, whether or not a default has occurred in the payment of the Receivables Obligations or the performance of any other obligations to it, that any liens on and security interests in any portion of the Inventory Collateral transferred or otherwise disposed of by Inventory Lender and/or its agents that Receivable Lender might have or acquire shall automatically be fully released ipso facto as to all indebtedness and other obligations secured thereby owing to Receivable Lender if and when Inventory Lender releases its lien in and security interest on such portion of the Inventory Collateral.
Inventory Collateral. 1. Total Raw Material Inventory of Borrower and Subsidiary Guarantors (B1)
2. Less: Ineligible Raw Material Inventory (pursuant to definition of “Eligible Inventory” in Credit Agreement)
a. Does not or has ceased to create a valid and perfected first priority security interest and lien in favor of Administrative Agent
b. Located at a location other than locations specified on Annex B to the Security Agreement
c. Not in good saleable or usable condition in the normal course of business
d. On consignment from or subject to any repurchase agreement from any supplier
e. Repossessed or slow-moving goods
f. Subject to a negotiable document of title
g. Subject to any license or other agreement that limits or restricts the right to sell or dispose of such Inventory
h. Constitutes packaging materials, supplies or promotional materials
i. Not located within the U.S.
j. Other ineligible Inventory as determined by the Administrative Agent Less: Ineligible Raw Material Inventory (pursuant to definition of “Eligible Inventory” in Credit Agreement) — (B2)
3. Eligible Raw Material Inventory (B1 - B2) $ — (B3) 5. Available Raw Material Inventory (B3 * B4) $ — (B5)
