Common use of Third Parties in Possession of Collateral Clause in Contracts

Third Parties in Possession of Collateral. Except for the Collateral Exceptions, Debtor shall not permit any third Person (including any landlord, warehouseman, bailee, agent, consignee, or processor) to hold any Collateral, unless Debtor shall: (i) notify such third Person of the security interests created hereby; (ii) deliver to Secured Party copies of waivers, in form approved by Secured Party, delivered to such Person, together with a letter {OR498808;3} 4 from Debtor to such Person requesting such Person to subordinate any existing or future Lien of said Person on the Collateral to the security interest of Secured Party for the benefit of Lenders in the Collateral; and (iii) take all other actions Secured Party reasonably deems necessary to perfect and protect its and Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where such landlord, warehouseman, bailee, consignee, agent, processor, or other third Person is located (including the filing of financing statements in the proper jurisdictions naming the applicable third Person as debtor and Debtor as secured party and notifying the third Person's secured lenders of Debtor's interest in such Collateral before the third Person receives possession of the Collateral in question).

Third Parties in Possession of Collateral. Except for the Collateral Exceptions, The Debtor shall will not permit any third Person (including any landlord, warehouseman, bailee, agent, consignee, consignee or processor) (other than a third Person holding any Collateral as of the Closing Date) to hold any Collateral, unless the Debtor shall: (i) notify the Agent fifteen (15) days prior to the Debtor's placement of Collateral with such third Person; (ii) notify such third Person of the security interests created hereby; (iiiii) deliver to Secured Party copies of waivers, in form approved by Secured Party, delivered to instruct such Person, together with a letter {OR498808;3} 4 from Debtor to such Person requesting such third Person to subordinate any existing or future Lien of said Person on hold all such Collateral for the Collateral Agent's account subject to the security interest of Secured Party for the benefit of Lenders in the CollateralAgent's instructions; and (iiiiv) take all other actions Secured Party the Agent reasonably deems necessary to perfect and protect its and the Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where such landlord, the warehouseman, bailee, consignee, agent, processor, or other third Person is located located, including, without limitation, (including A) the filing of a financing statements statement in the proper jurisdictions jurisdiction naming the applicable third Person as debtor and the Debtor as secured party and notifying the third Person's secured lenders of the Debtor's interest in such Collateral before the third Person receives possession of the Collateral in question)question and (B) as provided by the Credit Agreement, obtaining waivers or subordinations of Liens from landlords or mortgagees and acknowledgments of the Agent's Liens from warehousemen, bailees, consignees, agents, processors, or other third Persons that such third Persons hold such Collateral for the benefit of Agent.

Third Parties in Possession of Collateral. Except for the Collateral Exceptionsas otherwise permitted by Section 4.2, Debtor shall not permit any third Person (including any landlord, warehouseman, bailee, agent, consignee, consignee or processor) to hold any CollateralCollateral (other than Collateral in transit, Collateral under repair, containers for the collection of raw materials held by customers in the ordinary course of business and other Collateral that has a book value in the aggregate which is less than $1,000,000), unless Debtor it shall: (ia) notify such third Person of the security interests created hereby; (iib) deliver to Secured Party copies of waivers, in form approved by Secured Party, delivered to such Person, together with a letter {OR498808;3} 4 from Debtor to such Person requesting instruct such Person to subordinate any existing or future Lien of said Person on hold all such Collateral for the Collateral Agent's account subject to the security interest of Secured Party for the benefit of Lenders in the CollateralAgent's instructions; and (iiic) take all other actions Secured Party the Agent reasonably deems necessary to perfect and protect its and the Debtor's interests in such Collateral pursuant to the requirements of the UCC Uniform Commercial Code of the applicable jurisdiction where such landlord, the warehouseman, bailee, consignee, agent, processor, processor or other third Person is located (including including, in the case of a consignee, the filing of a financing statements statement in the proper jurisdictions jurisdiction naming the applicable third Person as debtor and Debtor it as secured party and notifying the third Person's secured lenders of Debtor's its interest in such Collateral before the third Person receives possession of the Collateral in question).

Third Parties in Possession of Collateral. Except for the Collateral Exceptions, Debtor shall not permit any material amount of Inventory to be held by third Persons other than (a) goods in transit, (b) goods that are on rental in the ordinary course of business to Persons other than Affiliates of Debtor pursuant to a written rental agreement between such Person and Debtor, and (including c) goods held by any landlord, warehouseman, bailee, agent, consigneeprocessor or other Person that is not an Affiliate of Debtor, or processor) to hold any Collateralwhere, unless Debtor shall: if requested by the Agent (i) notify such third Person has been notified of the security interests Security Interests created hereby; hereby and instructed to hold all such Collateral for Agent's account subject to Agent's instructions, and (ii) deliver to Secured Party copies of waivers, in form approved by Secured Party, delivered to such Person, together with a letter {OR498808;3} 4 from Debtor to such Person requesting such Person to subordinate any existing or future Lien of said Person on the Collateral to the security interest of Secured Party for the benefit of Lenders in the Collateral; and (iii) take there has been taken all other actions Secured Party reasonably the Agent deems necessary to perfect and protect its and the Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where such landlord, the warehouseman, bailee, consignee, agent, processor, processor or other third Person is located (including including, if necessary and requested by the Agent, the filing of a financing statements statement in the proper jurisdictions jurisdiction naming the applicable third Person as debtor Debtor and the Debtor as secured party and notifying the third such Person's secured lenders of the Debtor's interest in such Collateral before the third Person receives possession of the Collateral in question).

Third Parties in Possession of Collateral. Except for the Collateral Exceptionsas otherwise permitted by Section 4.2, Debtor shall not permit any third Person (including any landlord, warehouseman, bailee, agent, consignee, consignee or processor) to hold any CollateralCollateral (other than Collateral in transit, Collateral under repair, containers for the collection of raw materials held by customers in the ordinary course of business and other Collateral that has a book value in the aggregate which is less than $5,000,000), unless Debtor it shall: (ia) notify such third Person of the security interests created hereby; (iib) deliver to Secured Party copies of waivers, in form approved by Secured Party, delivered to such Person, together with a letter {OR498808;3} 4 from Debtor to such Person requesting instruct such Person to subordinate any existing or future Lien of said Person on hold all such Collateral for the Collateral Agent’s account subject to the security interest of Secured Party for the benefit of Lenders in the CollateralAgent’s instructions; and (iiic) take all other actions Secured Party the Agent reasonably deems necessary to perfect and protect its and the Debtor's ’s interests in such Collateral pursuant to the requirements of the UCC Uniform Commercial Code of the applicable jurisdiction where such landlord, the warehouseman, bailee, consignee, agent, processor, processor or other third Person is located (including including, in the case of a consignee, the filing of a financing statements statement in the proper jurisdictions jurisdiction naming the applicable third Person as debtor and Debtor it as secured party and notifying the third Person's ’s secured lenders of Debtor's its interest in such Collateral before the third Person receives possession of the Collateral in question).