Common use of Location of Assets in Other Jurisdictions Clause in Contracts

Location of Assets in Other Jurisdictions. Except for Assets in transit to the Borrower or temporarily with repairers or any Assets being delivered to a customer in the ordinary course of business of the Borrower as part of the performance of its obligations, the Borrower will not: (A) locate or store any Assets with a market value (either individually or in the aggregate) of more than $2,000,000 in any single jurisdiction not identified in Schedule 7.1.19 or (B) move any Assets from one jurisdiction to another jurisdiction where the location, storage, acquisition or movement, as the case may be, of such Assets to that jurisdiction would result in (1) Assets being located in a single jurisdiction with a market value (either individually or in aggregate) of more than $2,000,000 that are not subject to the Lien of the Security or (2) cause the Lien of Security over such Assets to cease to be perfected under Applicable Law, unless (x) the Borrower has first given thirty (30) days prior written notice thereof to the Lender, and (y) the Borrower has first executed and delivered to the Lender all Security and all financing or registration statements in form and substance satisfactory to the Lender which the Lender or its counsel, acting reasonably, from time to time deem necessary or advisable to ensure that the Security at all times constitutes a perfected first priority Lien (subject only to Permitted Encumbrances) over such Assets notwithstanding the storage, movement or location of such Assets as aforesaid together with such supporting certificates, resolutions, opinions and other documents as the Lender (acting reasonably) may deem necessary or desirable in connection with such security and registrations.

Appears in 2 contracts

Samples: Credit Agreement (Usg Corp), Credit Agreement (Usg Corp)

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Location of Assets in Other Jurisdictions. Except It will not, except for Assets in transit to the Borrower or temporarily with repairers or any Assets property being delivered to a customer in the ordinary course of business of the Borrower such Obligor as part of the performance of its obligations, or the Borrower will not: (A) locate or store any Assets provision of its services, to such customer under a contract entered into with a market value (either individually or such customer in the aggregate) ordinary course of more than $2,000,000 in business of such Obligor, acquire any single jurisdiction not property outside of the jurisdictions identified in Schedule 7.1.19 I or (B) move any Assets property from one jurisdiction to another jurisdiction where the location, storage, acquisition or movement, as the case may be, movement of such Assets to that jurisdiction property would result in (1) Assets being located in a single jurisdiction with a market value (either individually or in aggregate) of more than $2,000,000 that are not subject to the Lien of the Security or (2) cause the Lien of Security over such Assets property to cease to be perfected under Applicable Law, or knowingly suffer or permit in any other manner any of its property to not be subject to the Security or to be or become located in a jurisdiction as a result of which the Security over such property is not perfected, unless (x) the Borrower Obligor has first given thirty (30) 30 days prior written notice thereof to the LenderAgent or the US Security Agent, as applicable, and (y) the Borrower applicable Obligor has first executed and delivered to the Lender Agent or the US Security Agent, as applicable, all Security Documents and all financing or registration statements in form and substance satisfactory to the Lender Agent or the US Security Agent, as applicable, which the Lender Agent or the US Security Agent, as applicable, or its counsel, acting reasonably, from time to time deem necessary or advisable to ensure that the Security Documents at all times constitutes constitute a perfected first priority Lien (subject only to Permitted EncumbrancesLiens) over such Assets property notwithstanding the storage, movement or location of such Assets property as aforesaid together with such supporting certificates, resolutions, opinions and other documents as the Lender (acting reasonably) Agent or the US Security Agent, as applicable, may deem necessary or desirable in connection with such security and registrations.. -97-

Appears in 1 contract

Samples: Credit Agreement (SunOpta Inc.)

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Location of Assets in Other Jurisdictions. Except for Assets in transit to the Borrower or temporarily with repairers or any Assets Property being delivered to a customer in the ordinary course of business of the Borrower such Restricted Party as part of the performance of its obligations, or the Borrower will not: (A) locate or store any Assets provision of its services, to such customer under a contract entered into with a market value (either individually or such customer in the aggregate) ordinary course of more than $2,000,000 business of such Restricted Party, move any Property from a jurisdiction in which the Encumbrance of the Security over such Property is perfected to a jurisdiction where such Encumbrance is not perfected or where, after a temporary period allowing for registration in such other jurisdiction, such Encumbrance could become unperfected, or suffer or permit in any single jurisdiction other manner any of its Property to not identified in Schedule 7.1.19 or (B) move any Assets from one jurisdiction to another jurisdiction where the location, storage, acquisition or movement, as the case may be, of such Assets to that jurisdiction would result in (1) Assets being located in a single jurisdiction with a market value (either individually or in aggregate) of more than $2,000,000 that are not be subject to the Lien Encumbrance of the Security or (2) cause to be or become located in a jurisdiction in which the Lien Encumbrance of the Security over such Assets to cease to be perfected under Applicable LawProperty is not perfected, unless (x) the Borrower applicable Restricted Party has first (a) given thirty (30) days prior written notice thereof to the Lender, and (yb) the Borrower has first executed and delivered to the Lender all Security and all financing or registration statements in form and substance satisfactory to the Lender which that the Lender or its counsel, acting reasonably, from time to time deem necessary or advisable to ensure that the Security at all times constitutes a perfected first priority Lien Encumbrance (subject only to Permitted Encumbrances) over such Assets notwithstanding the storage, movement or location of Property in such Assets as aforesaid jurisdiction together with such supporting certificates, resolutions, opinions and other documents as the Lender (Lender, acting reasonably) , may deem necessary or desirable in connection with such security and registrations.

Appears in 1 contract

Samples: Credit Agreement (Dirtt Environmental Solutions LTD)

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