Common use of Inventory Warranties and Representations Clause in Contracts

Inventory Warranties and Representations. With respect to Inventory, Pledgor warrants and represents to the Secured Party and the Lenders that they may rely on all statements or representations made by Pledgor on or with respect to any Inventory and, unless otherwise indicated in writing by Pledgor, that (A) Except for the relocation of Inventory from time to time in the ordinary course of business not aggregating more than $100,000 at any one time in any location other than those set forth in Schedules 6.03 and 6.04 delivered pursuant to the Credit Agreement or Schedules 4.22 and 4.23 delivered pursuant to the Company Guaranty, the Pledgor shall not locate or relocate inventory to any location other than those set forth in Section 8(A) above or Schedules 6.03 and 6.04 delivered pursuant to the Credit Agreement or Schedules 4.22 and 4.23 delivered pursuant to the Company Guaranty without giving the Secured Party not less than thirty (30) days prior written notice and taking or causing to be taken at its expense all steps as may be reasonably requested by the Secured Party (including the furnishing of additional financing statements) to enable the Secured Party to perfect or continue the perfection of its security interest in such property. (B) No Inventory is or will be subject to any lien, claim, encumbrance or security interest whatsoever, except for the security interest of Secured Party hereunder and Permitted Liens; (C) No Inventory having an aggregate value in excess of $100,000 is now, and shall not at any time or times hereafter be, stored with a bailee, warehouseman, or similar party without Secured Party's prior written consent and, if Secured Party gives such consent, Pledgor will concurrently therewith cause any such bailee, warehouseman, or similar party to issue and deliver to Secured Party in form and substance acceptable to Secured Party, warehouse receipts therefor in Secured Party's name; and (D) No Inventory is under consignment to any Person.

Appears in 2 contracts

Samples: Pledge and Security Agreement (Vitas Healthcare Corp), Pledge and Security Agreement (Vitas Healthcare Corp)

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Inventory Warranties and Representations. With respect to Inventory, Pledgor Borrower warrants and represents to the Secured Party and the Lenders that they may rely on all statements or representations made by Pledgor Borrower on or with respect to any Inventory and, unless otherwise indicated in writing by PledgorBorrower, that: (A) Except for the relocation of Inventory from time to time in the ordinary course of business not aggregating more than $100,000 at any one time in any location other than those set forth in Schedules 6.03 and 6.04 delivered pursuant to the Credit Agreement or Schedules Schedule 4.22 and 4.23 delivered pursuant to the Company Guaranty, the Pledgor Borrower shall not locate or relocate inventory to any location other than those set forth in Section 8(A) above or Schedules 6.03 and 6.04 delivered pursuant to the Credit Agreement or Schedules Schedule 4.22 and 4.23 delivered pursuant to the Company Guaranty without giving the Secured Party not less than thirty (30) days prior written notice and taking or causing to be taken at its expense all steps as may be reasonably requested by the Secured Party (including the furnishing of additional financing statements) to enable the Secured Party to perfect or continue the perfection of its security interest in such property. (B) No Inventory is or will be subject to any lien, claim, encumbrance or security interest whatsoever, except for the security interest of Secured Party hereunder and Permitted Liens; (C) No Inventory having an aggregate value in excess of $100,000 is now, and shall not at any time or times hereafter be, stored with a bailee, warehouseman, or similar party without Secured Party's prior written consent and, if Secured Party gives such consent, Pledgor Borrower will concurrently therewith cause any such bailee, warehouseman, or similar party to issue and deliver to Secured Party in form and substance acceptable to Secured Party, warehouse receipts therefor in Secured Party's name; and (D) No Inventory is under consignment to any Person.

Appears in 1 contract

Samples: Pledge and Security Agreement (Vitas Healthcare Corp)

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Inventory Warranties and Representations. With respect to Inventory, Pledgor warrants and represents to the Secured Party and the Lenders that they may rely on all statements or representations made by Pledgor on or with respect to any Inventory and, unless otherwise indicated in writing by Pledgor, that (A) Except for the relocation of Inventory from time to time in the ordinary course of business not aggregating more than $100,000 at any one time in any location other than those set forth in Schedules 6.03 and 6.04 delivered pursuant to the Credit Agreement or Schedules 4.22 and 4.23 delivered pursuant to the Company Guaranty, the Pledgor shall not locate or relocate inventory to any location other than those set forth in Section 8(A) above or Schedules 6.03 and 6.04 delivered pursuant to the Credit Agreement or Schedules 4.22 and 4.23 delivered pursuant to the Company Guaranty without giving the Secured Party not less than thirty (30) days prior written notice and taking or causing to be taken at its expense all steps as may be reasonably requested by the Secured Party (including the furnishing of or additional financing statements) to enable the Secured Party to perfect or continue the perfection of its security interest in such property. (B) No Inventory is or will be subject to any lien, claim, encumbrance or security interest whatsoever, except for the security interest of Secured Party hereunder and Permitted Liens; (C) No Inventory having an aggregate value in excess of $100,000 is now, and shall not at any time or times hereafter be, stored with a bailee, warehouseman, warehouseman or similar party without Secured Party's prior written consent and, if Secured Party gives such consent, Pledgor will concurrently therewith cause any such bailee, warehouseman, or similar party to issue and deliver to Secured Party in form and substance acceptable to Secured Party, warehouse receipts therefor in Secured Party's name; and (D) No Inventory is under consignment to any Person.

Appears in 1 contract

Samples: Pledge and Security Agreement (Vitas Healthcare Corp)

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