Possession of Pledged Spare Parts Sample Clauses

Possession of Pledged Spare Parts. Except for Permitted Dispositions, without the prior consent of the Collateral Agent, the Grantor covenants that it will not (A) Dispose of any of its Pledged Spare Parts to any Person, except that the Grantor shall have the right in the Ordinary Course of Business, (i) to transfer possession of any Pledged Spare Parts belonging to the Grantor to the manufacturer thereof or any service provider for testing, overhaul, repairs, maintenance, servicing, alterations or modification purposes, (ii) to transfer possession of any Pledged Spare Parts belonging to the Grantor to any Person for the purpose of transport between Spare Parts Locations, transport to/from the manufacturer thereof or any service provider for any of the purposes described in clause (i) above and transport to any other locations owned or operated by the Grantor in the ordinary course of business (iii) to sell, lease, transfer, relinquish possession, exchange or otherwise dispose of its Pledged Spare Parts to the extent permitted in the Credit Agreement, (iv) to subject any Pledged Spare Part to an interchange or pooling, exchange, borrowing, maintenance or servicing arrangement in the Ordinary Course of Business and (v) to sell, lease or otherwise transfer possession of or title to any Pledged Spare Part to any Affiliate of the Borrower that is a grantor under a spare parts security agreement substantially similar to this Security Agreement; provided, however, that if the Grantor’s title to any such Pledged Spare Part shall be divested under any situation described in clauses (i) through (iv) above, other than a sale of Pledged Spare Parts, such divestiture shall be deemed to be a Disposition with respect to such Pledged Spare Part subject to the provisions of Section 2.12(a) of the Credit Agreement or (B) commingle at any location its spare parts which are Collateral with the spare parts of another Affiliate if such other Affiliate has pledged spare parts which are not Collateral to secure any other Indebtedness or obligation, unless (x) the ownership of each such commingled spare part can be definitively determined at all times by reference to the Affiliates’ spare parts tracking numbers and system or (y) the spare parts of such Affiliate are not of a type or category of spare parts that corresponds to a type or category of Spare Parts that is included in the Collateral; provided that spare parts that are segregated on a separate aisle, shelf or in a separate storage bin or other storage un...
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Related to Possession of Pledged Spare Parts

  • DEFINITION OF PLEDGED PROPERTY For the purpose of securing prompt and complete payment and performance by the Company of all of the Obligations, the Company unconditionally and irrevocably hereby grants to the Secured Party a continuing security interest in and to, and lien upon, the following Pledged Property of the Company:

  • Description of Pledged Collateral (a) The Pledged Collateral is described as follows and on any separate schedules at any time furnished by Pledgor to Secured Party (which schedules are hereby deemed part of this Agreement):

  • Retention of Pledged Collateral To the extent permitted under applicable law, in addition to the rights and remedies hereunder, upon the occurrence of an Event of Default, the Administrative Agent may, after providing the notices required by Sections 9-620 and 9-621 of the UCC or otherwise complying with the requirements of applicable law of the relevant jurisdiction, accept or retain all or any portion of the Pledged Collateral in satisfaction of the Secured Obligations. Unless and until the Administrative Agent shall have provided such notices, however, the Administrative Agent shall not be deemed to have accepted or retained any Pledged Collateral in satisfaction of any Secured Obligations for any reason.

  • Authorization of Pledged Shares The Pledged Shares are duly authorized and validly issued, are fully paid and nonassessable and are not subject to the preemptive rights of any Person.

  • Delivery of Pledged Collateral All certificates and all promissory notes and instruments evidencing the Pledged Collateral shall be delivered to and held by or on behalf of Agent, for itself and the benefit of Lenders, pursuant hereto. All Pledged Shares shall be accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance satisfactory to Agent and all promissory notes or other instruments evidencing the Pledged Indebtedness shall be endorsed by Pledgor.

  • Authorization of Pledged Equity All Pledged Equity is duly authorized and validly issued, is fully paid and, to the extent applicable, nonassessable and is not subject to the preemptive rights of any Person.

  • Release of Pledged Collateral The Administrative Agent may release any of the Pledged Collateral from this Pledge Agreement or may substitute any of the Pledged Collateral for other Pledged Collateral without altering, varying or diminishing in any way the force, effect, lien, pledge or security interest of this Pledge Agreement as to any Pledged Collateral not expressly released or substituted, and this Pledge Agreement shall continue as a first priority lien on all Pledged Collateral not expressly released or substituted.

  • Delivery of Pledged Property All certificates or instruments representing or evidencing any Collateral, including all Pledged Shares and all Pledged Notes, shall be delivered to and held by or on behalf of (and, in the case of the Pledged Notes, endorsed to the order of) the Collateral Agent pursuant hereto, shall be in suitable form for transfer by delivery, and shall be accompanied by all necessary instruments of transfer or assignment, duly executed in blank.

  • Certain Sales of Pledged Collateral (a) Each Pledgor recognizes that, by reason of certain prohibitions contained in law, rules, regulations or orders of any Governmental Authority, the Collateral Agent may be compelled, with respect to any sale of all or any part of the Pledged Collateral, to limit purchasers to those who meet the requirements of such Governmental Authority. Each Pledgor acknowledges that any such sales may be at prices and on terms less favorable to the Collateral Agent than those obtainable through a public sale without such restrictions, and, notwithstanding such circumstances, agrees that any such restricted sale shall be deemed to have been made in a commercially reasonable manner and that, except as may be required by applicable law, the Collateral Agent shall have no obligation to engage in public sales.

  • Sale of Pledged Collateral Upon the occurrence of an Event of Default and during the continuation thereof, without limiting the generality of this Section and without notice, the Administrative Agent may, in its sole discretion, sell or otherwise dispose of or realize upon the Pledged Collateral, or any part thereof, in one or more parcels, at public or private sale, at any exchange or broker’s board or elsewhere, at such price or prices and on such other terms as the Administrative Agent may deem commercially reasonable, for cash, credit or for future delivery or otherwise in accordance with applicable law. To the extent permitted by law, any holder of the Secured Obligations may in such event bid for the purchase of such securities. Each Pledgor agrees that, to the extent notice of sale shall be required by law and has not been waived by such Pledgor, any requirement of reasonable notice shall be met if notice, specifying the place of any public sale or the time after which any private sale is to be made, is personally served on or mailed postage prepaid to such Pledgor in accordance with the notice provisions of Section 11.02 of the Credit Agreement at least ten (10) days before the time of such sale. The Administrative Agent shall not be obligated to make any sale of Pledged Collateral of such Pledgor regardless of notice of sale having been given. The Administrative Agent may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned.

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