Sales, Liens. Other than the ownership and security interests contemplated by the Transaction Documents, the Borrower will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box or Collection Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for the benefit of the Lenders provided for herein), and the Borrower will defend the right, title and interest of the Administrative Agent and the Lenders in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower or the Seller.
Appears in 4 contracts
Samples: Credit and Security Agreement (Martin Marietta Materials Inc), Credit and Security Agreement (Martin Marietta Materials Inc), Credit and Security Agreement (Martin Marietta Materials Inc)
Sales, Liens. Other than the ownership and security interests contemplated by the Transaction Documents, the Borrower Seller will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box Lock-Box or Collection Lock-Box Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for the benefit of the Lenders Purchasers provided for herein), and the Borrower Seller will defend the right, title and interest of the Administrative Agent and for the Lenders benefit of the Purchasers in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower Seller or the Sellerany Originator.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (COMMERCIAL METALS Co), Receivables Purchase Agreement (Commercial Metals Co), Receivables Purchase Agreement (Commercial Metals Co)
Sales, Liens. Other than the ownership and security interests contemplated by the Transaction Documents, the Borrower Seller will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box Lock-Box or Collection Lock-Box Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for and the benefit of the Lenders Purchasers provided for herein), and the Borrower Seller will defend the right, title and interest of the Administrative Agent and the Lenders Purchasers in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower Seller or the Sellerany Originator.
Appears in 3 contracts
Samples: Receivables Purchase Agreement (Borgwarner Inc), Receivables Purchase Agreement (Commercial Metals Co), Receivables Purchase Agreement (Borgwarner Inc)
Sales, Liens. Other than the ownership and security interests contemplated by the Transaction Documents, the Borrower Seller will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box Lock-Box or Collection Lock-Box Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for Agent, the benefit of LC Bank and the Lenders Purchasers provided for herein), and the Borrower Seller will defend the right, title and interest of the Administrative Agent Agent, the LC Bank and the Lenders Purchasers in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower Seller or the Sellerany Originator.
Appears in 1 contract
Sales, Liens. Other than the ownership and security interests contemplated by the Transaction Documents, the Borrower Seller will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box Lock-Box or Collection Lock-Box Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for the benefit of the Lenders Purchaser Parties provided for herein), and the Borrower Seller will defend the right, title and interest of the Administrative Agent and the Lenders Purchaser Parties in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower Seller or the Sellerany Originator.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Schneider National, Inc.)
Sales, Liens. Other than the ownership and security interests contemplated by the Transaction Documents, the Borrower Seller will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box Lock-Box or Collection Lock-Box Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for andfor the benefit of the Lenders Purchasers provided for herein), and the Borrower Seller will defend the right, title and interest of the Administrative Agent and andfor the Lenders benefit of the Purchasers in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower Seller or the Sellerany Originator.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Commercial Metals Co)
Sales, Liens. Other than the Receivable Interests and the ownership and security interests Security Interests contemplated by the Transaction Documents, the Borrower Seller will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box Lock-Box or Collection Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for the benefit of the Lenders Purchasers provided for herein), and the Borrower Seller will defend the right, title and interest of the Administrative Agent and the Lenders Purchasers in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower Seller or the Sellerany Originator.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Kapstone Paper & Packaging Corp)
Sales, Liens. Other than the ownership and security interests contemplated by the Transaction Documents, the Borrower will not sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, or create or suffer to exist any Adverse Claim upon (including, without limitation, the filing of any financing statement) or with respect to, any Receivable, Related Security or Collections, or upon or with respect to any Contract under which any Receivable arises, or any Lock‑Box Lock-Box or Collection Account, or assign any right to receive income with respect thereto (other than, in each case, the creation of the interests therein in favor of the Administrative Agent for the benefit of the Lenders provided for herein), and the Borrower will defend the right, title and interest of the Administrative Agent and the Lenders in, to and under any of the foregoing property, against all claims of third parties claiming through or under the Borrower or the Seller.
Appears in 1 contract
Samples: Credit and Security Agreement (Martin Marietta Materials Inc)