Common use of Safekeeping of Inventory and Inventory Covenants Clause in Contracts

Safekeeping of Inventory and Inventory Covenants. Neither the Agent nor any Lender shall be responsible for: (a) the safekeeping of the Inventory; (b) any loss or damage to the Inventory; (c) any diminution in the value of the Inventory; or (d) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by the Borrower absent the gross negligence or willful misconduct of the Agent or any Lender. No Inventory shall be stored with a bailee, warehouseman, consignee or similar third party unless the Borrower first (i) obtains the Agent's written consent which shall not be unreasonably withheld and (ii) furnishes to the Agent such agreements, instruments and documents as the Agent shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower shall not sell any Inventory to any customer on a xxxx-and-hold basis. The Borrower shall notify the Agent if the Borrower has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep all such inventory and goods segregated from the Borrower's own Inventory.

Safekeeping of Inventory and Inventory Covenants. Neither the Agent nor any The Lender shall not be responsible for: (ai) the safekeeping of the Inventory; (bii) any loss of or damage to the Inventory; (ciii) any diminution in the value of the Inventory; or (div) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by Borrower. Except as expressly set forth in this Agreement or pursuant to the Deposit Inventory System, no Inventory shall, without Lender’s prior written consent, be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party. Except for the Deposit Inventory System, Borrower absent the gross negligence shall not sell any of its Inventory on a xxxx-and-hold, guaranteed sale, sale-or-return, sale on approval or willful misconduct of the Agent consignment basis or any Lenderother basis subject to a repurchase obligation or return right. The Borrower shall not sell any of its Inventory on a xxxx-and-hold basis if it would cause the aggregate outstanding amount of all Accounts arising therefrom to exceed at any time $50,000.00 with respect to all such Account Debtors. No Inventory shall be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party unless the Borrower first (i) obtains the Agent's Lender’s written consent which shall not be unreasonably withheld as to the identity of such third party, and (ii) furnishes to the Agent Lender such agreements, instruments and documents as the Agent Lender shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower shall not sell any Inventory to any customer on a xxxx-and-hold basis. The Borrower shall notify the Agent if the Borrower has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep all such inventory and goods segregated from the Borrower's own Inventory.

Safekeeping of Inventory and Inventory Covenants. Neither the either Agent nor any Lender shall be responsible for: (a) the safekeeping of the InventoryInventory of any Designated Company; (b) any loss or damage to the InventoryInventory of any Designated Company; (c) any diminution in the value of the InventoryInventory of any Designated Company; or (d) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory of any Designated Company shall be borne by the Borrower absent the gross negligence or willful misconduct of the Agent or any Lendersuch Designated Company. No Inventory of any Designated Company shall be stored with a bailee, warehouseman, consignee processor, assembler or similar third party unless the Borrower first (i) obtains the Collateral Agent's written consent consent, which shall will not be unreasonably withheld withheld, and (ii) furnishes or to causes to be furnished to the Collateral Agent such agreements, instruments and documents as the Collateral Agent shall in its sole discretion reasonably specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower title and warehouseman's, processor's or similar agreements; provided, that notwithstanding the foregoing, the Designated Companies may keep up to an aggregate amount of Five Hundred Thousand Dollars ($500,000) of Inventory located at such third party locations without being required to comply with such requirements, although such Inventory shall not be deemed Eligible Inventory unless the requirements of CLAUSE (ii) above have been complied with in respect of such locations. No Designated Company shall sell any Inventory to any customer on a xxxx-and-hold basis. The Designated Companies may sell Inventory on a consignment basis to their customers, although such Inventory shall not be deemed to be Eligible Inventory unless the requirements of SECTION 3.10(g) hereof have been complied with in respect of any such locations. The Borrower shall notify the Collateral Agent if the Borrower any Designated Company has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep or cause to be kept all such inventory and goods segregated from the Borrowerapplicable Designated Company's own Inventory. The Borrower agrees that if the Borrower has not provided the Collateral Agent with a Landlord's Agreement duly executed by the owner of each leased premise of a Designated Company at which Two Hundred Fifty Thousand Dollars ($250,000) or more of Inventory is at any time located, the Inventory located at such locations shall not be included in Eligible Inventory." (y) A new Section 7.17 is hereby added to the Loan Agreement, as follows:

Safekeeping of Inventory and Inventory Covenants. Neither the Agent nor any Lender shall be responsible for: (ai) the safekeeping of the Inventory; (bii) any loss of or damage to the Inventory; (ciii) any diminution in the value of the Inventory; or (div) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by Borrower. Except as expressly set forth in this Agreement, no Inventory shall, without Agent's prior written consent, be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party. Borrower shall not sell any of its Inventory on a xxxx-and-hold, guaranteed sale, sale-or-return, sale on approval or consignment basis or any other basis subject to a repurchase obligation or return right, except that Borrower may sell Inventory on a xxxx-and-hold basis to the Persons set forth on Schedule 3.13 and such additional Persons as Borrower absent may advise Agent of in the gross negligence or willful misconduct Weekly Report (provided that Borrower shall have provided Agent an accurate description of the Agent or arrangements and agreements (if not reduced to writing) and true, correct and complete copies of all written agreements, instruments and documents with respect to its xxxx-and-hold arrangements with such Persons). If Borrower sells any Lenderof its Inventory on a xxxx-and-hold basis such that it would cause the aggregate outstanding amount of all Accounts arising therefrom to exceed at any time $500,000 with respect to all such Account Debtors, such amounts in excess of $500,000 shall not constitute Eligible Accounts unless otherwise consented to by Agent. No Inventory shall be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party unless the Borrower first (i) obtains the Agent's written consent which shall not be unreasonably withheld as to the identity of such third party, and (ii) furnishes to the Agent such agreements, instruments and documents as the Agent shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower shall not sell any except as specifically described on Schedule 3.13 with respect to Inventory to any customer on a xxxx-and-hold basis. The Borrower shall notify the Agent if the Borrower has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep all such inventory and goods segregated from the Borrower's own Inventorymaintained with processors.

Safekeeping of Inventory and Inventory Covenants. Neither the Agent nor any Lender shall not be responsible for: (ai) the safekeeping of the Inventory; (bii) any loss of or damage to the Inventory; (ciii) any diminution in the value of the Inventory; or (div) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All As between Borrower and Lender, all risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by the Borrower absent the gross negligence or willful misconduct of the Agent or any LenderBorrower. No Inventory shall be be, without Lender's prior written consent, at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party unless the party, other than warehousemen or bailees as to which Borrower first (i) obtains the Agent's written consent has notified Lender and which shall not be unreasonably withheld have signed an agreement in favor of Lender in form and (ii) furnishes substance satisfactory to the Agent such agreements, instruments and documents as the Agent shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of titleLender. The Borrower shall not sell any of its Inventory on a xxxx-and-hold, guaranteed sale, sale-or-return, sale on approval or consignment basis or any other basis subject to any customer a repurchase obligation or return right, except that Borrower may sell Inventory on a xxxx-and-hold basis. The basis to the Persons set forth on Schedule 3.13 as to which Borrower has provided Lender with an accurate description of such arrangements and agreements (if not reduced to writing) and true, correct and complete copies of all written agreements, instruments and documents with respect to such arrangements and to such other Persons as to which Borrower has written xxxx-and-hold arrangements and as to which Lender has received prior written notice from Borrower, together with true, correct and complete copies (and descriptions) of all agreements, instruments and documents with respect to such arrangements; provided however, that the following conditions shall be met: (a) (i) Lender is in receipt of a Xxxx-and-Hold Agreement from Borrower and such Account Debtor which indicates that, notwithstanding any failure of the Account Debtor to receive the goods with respect to any invoice, title to such goods has passed to the Account Debtor and each such invoice evidences a definitive and final sale; and (ii) either the Account Debtor bears the entire risk of loss with respect to such goods or Borrower maintains insurance with respect to such goods which is satisfactory in form and substance to Lender in its sole discretion exercised in Good Faith; provided, however, that Borrower shall notify not be deemed to have failed to satisfy this condition (a) unless the Agent if aggregate face amount of all Accounts with respect to which the Borrower has conditions have not been satisfied exceeds $50,000; and (b) the aggregate outstanding amount of all Accounts sold on its premises for processing or otherwisea xxxx-and-hold basis shall not exceed at any time the amount set forth on Schedule 3.13 as to any Account Debtor listed thereon, inventory or other goods owned by other Persons $250,000 with respect to any Account Debtor not listed on such Schedule, and the Maximum Xxxx-and-Hold Amount with respect to all Account Debtors; provided further, however, if any of the arrangements, instruments, documents or agreements referred to in this paragraph (a) of this subsection 3.13 are amended, modified or supplemented, Borrower agrees to keep all shall promptly provide Lender with notice thereof and copies (and descriptions) of such inventory and goods segregated from the Borrower's own Inventoryamendments, modifications or supplements.

Safekeeping of Inventory and Inventory Covenants. Neither the ------------------------------------------------- Agent nor any Lender shall be responsible for: (a) the safekeeping of the Inventory; (b) any loss or damage to the Inventory; (c) any diminution in the value of the Inventory; or (d) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by the Borrower absent the gross negligence or willful misconduct of the Agent or any Lender. No Inventory shall be stored with a bailee, warehouseman, consignee or similar third party unless the Borrower first (i) obtains the Agent's written consent which shall not be unreasonably withheld and (ii) furnishes to the Agent such agreements, instruments and documents as the Agent shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower shall not sell any Inventory to any customer on a xxxx-and-hold basis. The Borrower shall notify the Agent if the Borrower has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep all such inventory and goods segregated from the Borrower's own Inventory.

Safekeeping of Inventory and Inventory Covenants. Neither the Agent nor any Lender shall be responsible for: (ai) the safekeeping of the Inventory; (bii) any loss of or damage to the Inventory; (ciii) any diminution in the value of the Inventory; or (div) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by Borrower. Except as expressly set forth in this Agreement, no Inventory shall, without Agent's prior written consent, be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party. Borrower shall not sell any of its Inventory on a bill-and-hold, guaranteed sale, sale-or-return, sale on approval or cxxxxgnment basis or any other basis subject to a repurchase obligation or return right, except that Borrower may sell Inventory on a bill-and-hold basis to the Persons set forth on Schedule 3.13 and sucx xxditional Persons as Borrower absent may advise Agent of in the gross negligence or willful misconduct Weekly Report (provided that Borrower shall have provided Agent an accurate description of the Agent or arrangements and agreements (if not reduced to writing) and true, correct and complete copies of all written agreements, instruments and documents with respect to its bill-and-hold arrangements with such Persons). If Borrower sells any Lenderxx xts Inventory on a bill-and-hold basis such that it would cause the aggregate outstandinx xxount of all Accounts arising therefrom to exceed at any time $500,000 with respect to all such Account Debtors, such amounts in excess of $500,000 shall not constitute Eligible Accounts unless otherwise consented to by Agent. No Inventory shall be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party unless the Borrower first (i) obtains the Agent's written consent which shall not be unreasonably withheld as to the identity of such third party, and (ii) furnishes to the Agent such agreements, instruments and documents as the Agent shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower shall not sell any except as specifically described on Schedule 3.13 (B) with respect to Inventory to any customer on a xxxx-and-hold basis. The Borrower shall notify the Agent if the Borrower has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep all such inventory and goods segregated from the Borrower's own Inventorymaintained with processors.

Safekeeping of Inventory and Inventory Covenants. Neither the Agent nor any The Lender shall not be responsible for: (ai) the safekeeping of the Inventory; (bii) any loss of or damage to the Inventory; (ciii) any diminution in the value of the Inventory; or (div) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by Borrower. Except as expressly set forth in this Agreement or pursuant to the Deposit Inventory System, no Inventory shall, without Lender’s prior written consent, be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party. Except for the Deposit Inventory System, Borrower absent the gross negligence shall not sell any of its Inventory on a xxxx-and-hold, guaranteed sale, sale-or-return, sale on approval or willful misconduct of the Agent consignment basis or any Lenderother basis subject to a repurchase obligation or return right. The Borrower shall not sell any of its Inventory on a xxxx-and-hold basis if it would cause the aggregate outstanding amount of all Accounts arising therefrom to exceed at any time $250,000.00 with respect to all such Account Debtors. No Inventory shall be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party unless the Borrower first (i) obtains the Agent's Lender’s written consent which shall not be unreasonably withheld as to the identity of such third party, and (ii) furnishes to the Agent Lender such agreements, instruments and documents as the Agent Lender shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower shall not sell any Inventory to any customer on a xxxx-and-hold basis. The Borrower shall notify the Agent if the Borrower has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep all such inventory and goods segregated from the Borrower's own Inventory.

Safekeeping of Inventory and Inventory Covenants. Neither the Agent nor any The Lender shall not be responsible for: (ai) the safekeeping of the Inventory; (bii) any loss of or damage to the Inventory; (ciii) any diminution in the value of the Inventory; or (div) any act or default of any carrier, warehouseman, bailee, forwarding agency or any other Person. All risk of loss, damage, destruction or diminution in value of the Inventory shall be borne by Borrower. Except as expressly set forth in this Agreement or pursuant to the Deposit Inventory System, no Inventory shall, without Lender's prior written consent, be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party. Except for the Deposit Inventory System, Borrower absent the gross negligence shall not sell any of its Inventory on a bill-and-hold, guaranteed sale, sale-or-return, sale on approval or willful misconduct of the Agent coxxxxnment basis or any Lenderother basis subject to a repurchase obligation or return right. The Borrower shall not sell any of its Inventory on a bill-and-hold basis if it would cause the aggregate outstanding amount ox xxl Accounts arising therefrom to exceed at any time $50,000.00 with respect to all such Account Debtors. No Inventory shall be at any time or times hereafter stored with a bailee, warehouseman, consignee or similar third party unless the Borrower first (i) obtains the AgentLender's written consent which shall not be unreasonably withheld as to the identity of such third party, and (ii) furnishes to the Agent Lender such agreements, instruments and documents as the Agent Lender shall in its sole discretion specify with respect to such stored Inventory, including without limitation any negotiable warehouse receipts or other documents of title. The Borrower shall not sell any Inventory to any customer on a xxxx-and-hold basis. The Borrower shall notify the Agent if the Borrower has on its premises for processing or otherwise, inventory or other goods owned by other Persons and the Borrower agrees to keep all such inventory and goods segregated from the Borrower's own Inventory.