Landlord Agreements. No Credit Party shall, nor shall it permit any of its Subsidiaries to (a) hold, store or otherwise maintain any equipment or Inventory that is intended to constitute Collateral pursuant to the Security Documents at premises which are not owned by a Credit Party and located in the U.S. unless (i) such equipment is located at the job site under which such equipment is then currently under contract, (ii) such equipment or Inventory is located at premises within the U.S. that are not owned by a Credit Party and with respect to which such Credit Party has used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent, (iii) such equipment is office equipment, (iv) such equipment or Inventory is in transit or being temporarily stored for the purposes of being transported, (v) such equipment is off location for servicing, repairs or modification, (vi) such equipment is being held for delivery, or (vii) the aggregate value of all equipment and Inventory located at premises which are not owned by a Credit Party and with respect to which a Credit Party has not used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent does not exceed $500,000, or (b) after the date hereof, enter into any new verbal or written leases for premises with any Person who has not executed a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent unless the equipment or Inventory located on such premises would fall under any of the provisions in the foregoing clause (a).
Appears in 3 contracts
Samples: Credit Agreement (Hi-Crush Inc.), Senior Secured Debtor in Possession Credit Agreement (Hi-Crush Inc.), Restructuring Support Agreement (Hi-Crush Inc.)
Landlord Agreements. No Credit Party shall, nor shall it permit any of its Subsidiaries to (a) hold, store or otherwise maintain any equipment or Inventory inventory that is intended to constitute Collateral pursuant to the Security Documents at premises which are not owned by a Credit Party and located in the U.S. unless (i) such equipment is located at the job site under which such equipment is then currently under contract, (ii) such equipment or Inventory inventory is located at premises within the U.S. that are not owned by a Credit Party and with respect to which such Credit Party has used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent, (iii) such equipment is office equipment, (iv) such equipment or Inventory inventory is in transit or being temporarily stored for the purposes of being transported, (v) such equipment is off location for servicing, repairs or modification, (vi) such equipment is being held for delivery, or (vii) the aggregate value of all equipment and Inventory inventory located at premises which are not owned by a Credit Party and with respect to which a Credit Party has not used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent does not exceed $500,000, or (b) after the date hereof, enter into any new verbal or written leases for premises with any Person who has not executed a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent unless the equipment or Inventory inventory located on such premises would fall under any of the provisions in the foregoing clause (a).
Appears in 2 contracts
Samples: Credit Agreement (Hi-Crush Partners LP), Credit Agreement (Hi-Crush Partners LP)
Landlord Agreements. No Credit Party shall, nor shall it permit any of its Subsidiaries to (a) hold, store or otherwise maintain any equipment or Inventory inventory that is intended to constitute Collateral pursuant to the Security Documents at premises which are not owned by a Credit Party and located in the U.S. unless (i) such equipment is located at the job site under which such equipment is then currently under contract, (ii) such equipment or Inventory inventory is located at premises within the U.S. that are not owned by a Credit Party and with respect to which such Credit Party has used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent, (iii) such equipment is office equipment, (iv) such equipment or Inventory inventory is in transit or being temporarily stored for the purposes of being transported, (v) such equipment is off location for servicing, repairs or modification, (vi) such equipment is being held for delivery, or (vii) the aggregate value of all equipment and Inventory inventory located at premises any individual location which are is not owned by a Credit Party and with respect to which a Credit Party has not used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance reasonably satisfactory to the Administrative Agent does not exceed $500,000, or (b) after the date hereof, enter into any new verbal or written leases for premises with any Person who has not executed a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent unless the equipment or Inventory inventory located on such premises would fall under any of the provisions in the foregoing clause (a).
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (Hi-Crush Partners LP), Credit Agreement (Hi-Crush Partners LP)
Landlord Agreements. No Credit Party shall, nor shall it permit any of its Subsidiaries to (a) hold, store or otherwise maintain any equipment or Inventory that is intended to constitute Collateral pursuant to the Security Documents at premises which are not owned by a Credit Party and located in the U.S. unless (i) such equipment is located at the job site under which such equipment is then currently under contract, (ii) such equipment or Inventory is located at premises within the U.S. that are not owned by a Credit Party and with respect to which such Credit Party has used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent, (iii) such equipment is office equipment, (iv) such equipment or Inventory is in transit or being temporarily stored for the purposes of being transported, (v) such equipment is off location for servicing, repairs or modification, (vi) such equipment is being held for delivery, or (vii) the aggregate value of all equipment and Inventory located at premises which are not owned by a Credit Party and with respect to which a Credit Party has not used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent does not exceed $500,000, or (b) after the date hereof, enter into any new verbal or written leases for premises with any Person who has not executed a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent unless (i) the equipment or Inventory located on such premises would fall under any of the provisions in the foregoing clause (a)) or (ii) the Administrative Agent has established a Reserve in respect of such Collateral held in or on such premises.
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Landlord Agreements. No Credit Party shallThe Borrower shall not, nor shall it permit any of its Restricted Subsidiaries to (a) hold, store or otherwise maintain any equipment or Inventory inventory that is intended to constitute Collateral pursuant to the Security Documents at premises within the U.S. which are not owned by a Credit Party and located in the U.S. unless (i) such equipment is located at the job site under which such equipment is then currently under contract, (ii) such equipment or Inventory inventory is located at premises within the U.S. that are not owned leased by a Credit Party and with respect to which such Credit Party has used commercially reasonable efforts to obtain are covered by a lien waiver or subordination agreement substantially the same form as Exhibit I or otherwise in form and substance reasonably satisfactory to the Administrative Agent, (iii) such equipment is office equipment, (iv) such equipment or Inventory inventory is in transit or being temporarily stored for the purposes of being transportedtransit, (v) such equipment is off location for servicing, repairs or modification, or is otherwise in transit, (vi) such equipment is being held for delivery, in the possession of employees or (vii) the aggregate value of all equipment and Inventory inventory located at premises which are not owned by a Credit Party and with respect to which a Credit Party has are not used commercially reasonable efforts to obtain covered by a lien waiver or subordination agreement in substantially the same form as Exhibit I or otherwise in form and substance reasonably satisfactory to the Administrative Agent does not exceed $500,0005,000,000, or (b) after the date hereofEffective Date, enter into any new verbal or written leases for premises with any Person who has not executed a lien waiver or subordination agreement in substantially the same form as Exhibit I or otherwise in form and substance reasonably satisfactory to the Administrative Agent unless the equipment or Inventory inventory located on such premises would fall under any of the provisions in the foregoing clause (a).
Appears in 1 contract
Landlord Agreements. No Credit Party shallThe Borrower shall not, nor shall it permit any of its Restricted Subsidiaries to (a) hold, store or otherwise maintain any equipment or Inventory inventory that is intended to constitute Collateral pursuant to the Security Documents at premises within the U.S. which are not owned by a Credit Party and located in the U.S. unless (i) such equipment is located at the job site under which such equipment is then currently under contract, (ii) such equipment or Inventory inventory is located at premises within the U.S. that are not owned leased by a Credit Party and with respect to which such Credit Party has used commercially reasonable efforts to obtain are covered by a lien waiver or subordination agreement substantially the same form as Exhibit I or otherwise in form and substance reasonably satisfactory to the Administrative Agent, (iii) such equipment is office equipment, (iv) such equipment or Inventory inventory is in transit or being temporarily stored for the purposes of being transportedtransit, (v) such equipment is off location for servicing, repairs or modification, or is otherwise in transit, (vi) such equipment is being held for delivery, in the possession of employees or (vii) the aggregate value of all equipment and Inventory inventory located at premises which are not owned by a Credit Party and with respect to which a Credit Party has are not used commercially reasonable efforts to obtain covered by a lien waiver or subordination agreement in substantially the same form as Exhibit I or otherwise in form and substance reasonably satisfactory to the Administrative Agent does not exceed $500,000, or (b) after the date hereofEffective Date, enter into any new verbal or written leases for premises with any Person who has not executed a lien waiver or subordination agreement in substantially the same form as Exhibit I or otherwise in form and substance reasonably satisfactory to the Administrative Agent unless the equipment or Inventory inventory located on such premises would fall under any of the provisions in the foregoing clause (a).
Appears in 1 contract
Samples: Credit Agreement (Heckmann Corp)
Landlord Agreements. No Credit Party shall, nor shall it permit any of its Subsidiaries to (a) hold, store or otherwise maintain any equipment or Inventory inventory that is intended to constitute Collateral pursuant to the Security Documents at premises within the U.S. which are not owned by a Credit Party and located in the U.S. unless (i) such equipment is located at the job site under which such equipment is then currently under contract, (ii) such equipment or Inventory inventory is located at premises within the U.S. that are not leasednot owned by a Credit Party and with which are covered bywith respect to which such Credit Party has used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent, (iii) such equipment is office equipment, (iv) such equipment or Inventory inventory is in transit or being temporarily stored for the purposes of being transported, (v) such equipment is off location for servicing, repairs or modification, (vi) such equipment is being held for delivery, or (vii) the aggregate value of all equipment and Inventory inventory located at premises which are not owned by a Credit Party and with respect to which a are not covered bya Credit Party has not used commercially reasonable efforts to obtain a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent does not exceed $500,000250,000, or (b) after the date hereof, enter into any new verbal or written leases for premises with any Person who has not executed a lien waiver or subordination agreement in form and substance satisfactory to the Administrative Agent unless the equipment or Inventory inventory located on such premises would fall under any of the provisions in the foregoing clause (a).
Appears in 1 contract
Samples: Commitment Increase Agreement and Second Amendment (Hi-Crush Partners LP)