Personal Property Securities Xxx 0000 (Cth Sample Clauses

Personal Property Securities Xxx 0000 (Cth. If the Administrative Agent determines that this Agreement, any transactions contemplated by this Agreement or any other Loan Document is or includes a security interest for the purposes of the Personal Property Securities Xxx 0000 (Cth) (the “PPS Act”), the Loan Parties agree to do anything which the Administrative Agent reasonably requires and considers necessary under the PPS Act for the purpose of :
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Personal Property Securities Xxx 0000 (Cth. 17.1 Unless the context requires otherwise, words in this clause have the same meaning as given to them in the Personal Property Securities Xxx 0000 (Cth) (PPSA).
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Personal Property Securities Xxx 0000 (Cth. (a) In this clause, a word or expression not otherwise defined in this Agreement that is defined in the Personal Property Security Xxx 0000 (Cth) (‘PPS Act’) has the meaning given to it in the PPS Act.
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Personal Property Securities Xxx 0000 (Cth. (a) In this clause, a word or expression not otherwise defined in this Agreement that is defined in the Personal Property Security Xxx 0000 (Cth) (‘PPS Act’) has the meaning given to it in the PPS Act. (b) The Customer acknowledges and agrees that: (i) each Contract constitutes a security agreement for the purposes of the PPS Act; and (i) exercise any of its rights under a Contract; (ii) demand payment of any or all monies owing from the Customer to the Supplier and Customer agrees to pay the same accordingly; (iii) suspend the supply of any or all Products and Services under any one or more Contracts; (iv) suspend the terms of any or all approved credit arrangements, in which case all amounts then outstanding in respect of each (ii) a security interest is taken in all Products previously supplied by the Supplier to the Customer and all products that will be supplied in the future by the Supplier to the Customer; and (iii) the security interest granted by the Customer to the Supplier pursuant to each Contract constitutes a purchase money security interest as defined in section 14 of the PPS Act. (c) The Customer undertakes to: (i) promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to- date in all respects) which the Supplier may reasonably require to: A) register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register (“PPSR”); B) register any other document required to be registered by the PPS Act; or C) correct a defect in a statement referred to in this clause 14; (ii) indemnify, and upon demand reimburse, the Supplier for all expenses incurred in registering a financing statement or financing change statement on the PPSR established by the PPS Act or releasing any goods charged; (iii) not register, or permit to be registered, a financing statement or a financing change statement in relation to the Products in favour of a third party without the prior written consent of the Supplier. (d) To the extent section 115(1) allows, sections 95, 118, 121(4), 125, 130, 132(3)(d), 132(4), 134(1), 135, 142 and 143 of the PPSA will not apply to any Security Interest created under a Contract. (e) The Customer waives any right to receive any notice or verification statement required to be provided under the PPS Act (including under sections 144 and 157) in respect of any Security Interest unless the requirement to give t...
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Personal Property Securities Xxx 0000 (Cth. 16.1 For the purpose of this agreement, as appropriate, any words contained in the subsequent clauses have the respective meaning as defined in the PPS Act and the parties acknowledge that:
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Related to Personal Property Securities Xxx 0000 (Cth

  • Certain Provisions Concerning Intellectual Property Collateral SECTION 6.1.

  • Personal Property Requirements The Collateral Agent shall have received:

  • Real Property; Personal Property (a) On the Disaffiliation Date, Local Church will have full title and ownership of the Real Property and Personal Property. The parties shall ensure all necessary transfers or other transactions relating to the above properties are completed on or prior to the Disaffiliation Date. Any costs resulting from such transfers or other transactions shall be borne by Local Church. Annual Conference shall fully cooperate with Local Church, as needed and applicable, to ensure that such transfers and other transactions convey all of Annual Conference’s interest – both for itself and on behalf of The United Methodist Church – in the Real Property and Personal Property, both tangible and intangible, of Local Church.

  • Title to, Liens on, and Sale and Use of Collateral The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that: (i) all of the Collateral, Pledged Collateral and Guarantor Collateral is and will continue to be owned by the Borrower or a Guarantor, as the case may be, free and clear of all Liens whatsoever, except for Permitted Liens; (ii) the Agent's Liens in the Collateral, Pledged Collateral and Guarantor Collateral will not be subject to any prior Lien; (iii) the Borrower will and will cause each Guarantor to use, store, and maintain the Collateral, Pledged Collateral and Guarantor Collateral with all reasonable care and will use such Collateral, Pledged Collateral or Guarantor Collateral for lawful purposes only; and (iv) the Borrower will not, and will not permit any Guarantor to, without the Agent's prior written approval, sell, or dispose of or permit the sale or disposition of any of the Collateral, Pledged Collateral or Guarantor Collateral, except for sales of Inventory in the ordinary course of business and sales of Equipment as permitted by Section 6.11. The inclusion of proceeds in the Collateral, Pledged Collateral or Guarantor Collateral, shall not be deemed to constitute the Agent's or any Lender's consent to any sale or other disposition of the Collateral, Pledged Collateral or Guarantor Collateral, except as expressly permitted herein.

  • Rights in Properties; Liens The Borrower and each Subsidiary have good and indefeasible title to or valid leasehold interests in their respective properties and assets, real and personal, including the properties, assets, and leasehold interests reflected in the financial statements described in Section 7.2, and none of the properties, assets, or leasehold interests of the Borrower or any Subsidiary is subject to any Lien, except as permitted by Section 9.2.

  • Title to Properties; Absence of Encumbrances The Borrower and each other member of the Borrower Affiliated Group has good and marketable title to all of the properties, assets and rights of every name and nature now purported to be owned or leased by it, including, without limitation, such properties, assets and rights as are reflected in the Initial Financial Statement (except such properties, assets or rights as have been disposed of since the date thereof and which are not material to its business or the disposition of which have been approved by the Lender), free from all Encumbrances except Permitted Encumbrances, and, except as disclosed to the Lender, free from all defects of title that could reasonably be expected to result in a Material Adverse Effect. All such properties and assets and all properties which are leaseholds are free and clear of all title defects or objections, liens, claims, charges, security interests and other Encumbrances (except Permitted Encumbrances) of any nature whatsoever except, with respect to all such properties and assets, (i) provisions of existing building and zoning laws, provided that such provisions would not materially interfere with the Borrower’s or any other member of the Borrower Affiliated Group’s use of such properties, (ii) liens for current taxes not yet due, and (iii) as otherwise disclosed on Exhibit D hereto. The rights, properties and other assets presently owned, leased or licensed by each of the Borrower and each other member of the Borrower Affiliated Group and described elsewhere in this Agreement include all rights, properties and other assets necessary to permit the Borrower and such member of the Borrower Affiliated Group to conduct its businesses in all material respects in the same manner as its businesses have been conducted prior to the date hereof. At the time the Borrower or any other member of the Borrower Affiliated Group pledges, sells, assigns or transfers to the Lender any instrument, document of title, security, chattel paper or other property (including Inventory, contract rights and Accounts) or any proceeds or products thereof, or any interest therein, the Borrower or such member of the Borrower Affiliated Group shall be the lawful owner thereof and shall have good right to pledge, sell, assign or transfer the same; none of such properties shall have been pledged, sold, assigned or transferred to any Person other than the Lender or in any way encumbered except as disclosed to the Lender; and the Borrower or such member of the Borrower Affiliated Group shall defend the same against the claims and demands of all Persons. Neither the Borrower nor any other member of the Borrower Affiliated Group owns any real property.

  • Personal Property Leases Schedule 5.10 contains, as of the date of this Agreement, a list of each lease or other agreement or right under which the Company or any of the Subsidiaries is lessee of, or holds or operates, any machinery, equipment, vehicle or other tangible personal property owned by a third Person, except those which are terminable by the Company or such Subsidiary without penalty on 90 days’ or less notice or which provide for annual rental payments of less than $250,000.

  • Xxxx of Sale The Xxxx of Sale, duly executed by Purchaser; and

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