Preservation and Disposition of Collateral. Debtor represents, warrants and covenants as follows:
Preservation and Disposition of Collateral. (a) Debtor shall not spend, withdraw, reduce, pledge, transfer, assign or otherwise dispose of the Account or any portion thereof. Bank shall be entitled to condition withdraws from the Account upon the receipt of such matters as it may reasonably request, including, but not limited to, evidence that Debtor is in full compliance with each of the terms and conditions of, and that no Event of Default exists under that certain Master Letter of Credit Facility Agreement dated as of July 27, 2009 (the "Credit Agreement"), evidencing the Obligations.
Preservation and Disposition of Collateral. (a) Except for the security interest granted hereby and Permitted Liens, Debtor shall keep the Collateral free from any and all liens, security interests, encumbrances, claims and interests. Debtor shall advise Lender promptly, in writing and in reasonable detail, (i) of any material encumbrance upon or claim asserted against any of the Collateral; (ii) of any material change in the composition of the Collateral; and (iii) of the occurrence of any other event that would have a material effect upon the aggregate value of the Collateral or upon the security interest of Lender.
Preservation and Disposition of Collateral. (a) Prior to the subsequent placement of any Collateral in or upon any real property which any of the Companies has leased or mortgaged, the Companies shall at the Bank's request obtain a waiver from the lessor and/or the mortgagee, as the case may be, with respect to the rights (whether present or future) of the lessor or mortgagee with respect to that Collateral. At all times subsequent to the date of this Agreement, the Companies shall advise the Bank promptly, in writing and in reasonable detail of, (i) any material encumbrance or claim asserted against any of the Collateral; (ii) any material change in the composition of the Collateral; and (iii) the occurrence of any other event that would have a material adverse effect upon the aggregate value of the Collateral or upon the security interests of the Bank; (b) the Companies shall not sell or otherwise dispose of the Collateral, except that the Companies may (i) sell or otherwise dispose of the Inventory in the ordinary course of their businesses; (ii) may sell Equipment in a commercially reasonably manner for consideration fairly reflecting prevailing market values for property of like nature, (iii) may replace Equipment with newer equipment of like kind and replacement value, and (iv) collect their Accounts and notes receivable in the ordinary course of their businesses and in connection therewith, grant releases to the obligors thereunder; (c) the Companies shall keep the Collateral in good condition and shall not misuse, abuse, secrete, waste, or destroy any of the same; (d) the Companies shall not use the Collateral in violation of any statute, ordinance, regulation, rule, decree, or order; (e) the Companies shall pay promptly when due all taxes, assessments, charges, or levies upon the Collateral or in respect to the income or profits therefrom, other than taxes being contested in good faith and for which adequate reserves have been allocated in accordance with generally accepted accounting principles consistently applied; and (f) at its option following notice to the Companies and the Companies' failure to discharge, maintain, or perform, the Bank may discharge delinquent taxes or liens, security interests, or other encumbrances not permitted under subsection 5.5 of this Agreement at any time levied or placed on the Collateral and may pay for the maintenance and preservation of the Collateral. The Companies agree to reimburse the Bank upon demand for any payment made or any expense incurred (inc...
Preservation and Disposition of Collateral. (a) Prior to the placement of any Collateral in or upon any real property which the Borrower has leased or mortgaged, the Borrower shall have obtained a waiver from the lessee, with respect to the rights (whether present or future) of the lessee or mortgagee with respect to that Collateral. The Borrower shall advise the Bank promptly, in writing and in reasonable detail, (i) of any material encumbrance or claim asserted against any of the Collateral; (ii) of any material change in the composition of the Collateral; and (iii) of the occurrence of any other event that would have a material adverse effect upon the aggregate value of the Collateral or upon the security interest of the Bank; (b) the Borrower shall not sell or otherwise dispose of the Collateral, except that the Borrower may sell or otherwise dispose of the Inventory in the ordinary course of its business; (c) the Borrower shall keep the Collateral in good condition and shall not misuse, abuse, secrete, waste or destroy any of the same; (d) the Borrower shall not use the Collateral in violation of any statute, ordinance, regulation, rule, decree or order; (e) the Borrower shall not permit to become liens or encumbrances any taxes, assessments, charges or levies upon the Collateral or in respect to the income or profits therefrom; and (f) at its option, the Bank may discharge taxes, liens, security interests or other encumbrances at any time levied or placed on the Collateral and may pay for the maintenance and preservation of the Collateral. The Borrower agrees to reimburse the Bank upon demand for any payment made or any expense incurred (including without limitation, reasonable attorneys fees) by the Bank pursuant to the foregoing authorization. Should the Borrower fail to pay said sum to the Bank upon demand, interest shall accrue thereon, from the date of demand until paid in full, at the highest rate set forth in any document or instrument evidencing any of the Obligations.
Preservation and Disposition of Collateral. (a) Debtor shall advise Bank promptly, in writing and in reasonable detail, (i) of any material encumbrance upon or claim asserted against any of the Collateral; (ii) of any material change in the composition of the Collateral; and (iii) of the occurrence of any other event that would have a material effect upon the aggregate value of the Collateral or upon the security interest of Bank.
Preservation and Disposition of Collateral. (a) Except for the security interest granted hereby, each Grantor shall keep the Collateral owned by it free from any and all liens, security interests, encumbrances, claims and interests. Each Grantor shall advise the Collateral Agent promptly, in writing and in reasonable detail: (i) of any material encumbrance upon or claim asserted against any of the Collateral owned by it; and (ii) the occurrence of any other event that would have a material effect upon the aggregate value of the Collateral owned by it or upon the security interest of the Collateral Agent.
Preservation and Disposition of Collateral. (a) Guarantor shall advise the Administrative Agent promptly, in writing and in reasonable detail, (i) of any material encumbrance upon or claim asserted against any of the Collateral; (ii) of any material change in the composition of the Collateral; and (iii) of the occurrence of any other event that would have a material effect upon the aggregate value of the Collateral or upon the security interest of the Administrative Agent.
Preservation and Disposition of Collateral. (a) Debtor shall not move, sell, transfer, process, utilize for work-in process, or otherwise dispose of the Collateral or any interest therein except as authorized by this Security Agreement or other written document executed by Secured Party and Debtor.
Preservation and Disposition of Collateral. 9 3.7 Extensions and Compromises ................................ 10 3.8 Financing-Statements; Lien Notation ....................... 10 3.9 Bank's Appointment as Attorney-in-Fact .................... 10
