Common use of Title to, Liens on, and Sale and Use of Collateral Clause in Contracts

Title to, Liens on, and Sale and Use of Collateral. Each Borrower represents and warrants to Agent and Lenders and agrees with Agent and Lenders that: (a) all of the Collateral with respect to such Borrower is and will continue to be owned by such Borrower free and clear of all Liens whatsoever, except for Permitted Liens; (b) Agent's Liens in the Collateral will not be subject to any prior Lien (other than, with respect to Inventory, only Permitted Liens described in clause (d) of such defined term and other than, with respect to Fixed Assets, Permitted Liens); (c) such Borrower will use, store, and maintain its Collateral with all reasonable care and will use such Collateral for lawful purposes only; and (d) such Borrower will not, without Agent's prior written approval, sell, or dispose of or permit the sale or disposition of any of the Collateral except for sales of Inventory in the ordinary course of business and sales of Equipment as permitted by Section 6.

Appears in 1 contract

Samples: Loan and Security Agreement (Southern Energy Homes Inc)

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Title to, Liens on, and Sale and Use of Collateral. Each Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that: (a) all of the Collateral with respect to of such Borrower is and will continue to be owned by such Borrower free and clear of all Liens whatsoever, except for Permitted Liens; (b) the Agent's Liens in the Collateral will not be subject to any prior Lien (other than, with respect to Inventory, only Permitted Liens described in clause (d) of such defined term and other than, with respect to Fixed Assets, Permitted Liens)Lien; (c) such Borrower will use, store, and maintain its the Collateral with all reasonable care and will use such Collateral for lawful purposes only; and (d) such Borrower will not, without the Agent's prior written approval, sell, or dispose of or permit the sale or disposition of any of the Collateral except for sales of Inventory in the ordinary course of business and sales business. The inclusion of Equipment proceeds in the Collateral shall not be deemed to constitute the Agent's or any Lender's consent to any sale or other disposition of the Collateral except as expressly permitted by Section 6herein.

Appears in 1 contract

Samples: Loan and Security Agreement (Mercury Finance Co)

Title to, Liens on, and Sale and Use of Collateral. Each Borrower -------------------------------------------------- represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that: (a) all of the Collateral with respect to such Borrower is and will continue to be owned by such the Borrower free and clear of all Liens whatsoever, except for Permitted Liens; (b) the Agent's Liens in the Collateral will not be subject to any prior Lien (other than, with respect to Inventory, only Permitted Liens described in clause (d) of such defined term and other than, with respect to Fixed Assets, except for Permitted Liens); (c) such the Borrower will use, store, and maintain its the Collateral with all reasonable care and will use such Collateral for lawful purposes only; and (d) such the Borrower will not, without the Agent's prior written approval, sell, or dispose of or permit the sale or disposition of any of the Collateral except for sales of Inventory in the ordinary course of business and sales business. The inclusion of Equipment proceeds in the Collateral shall not be deemed to constitute the Agent's or any Lender's consent to any sale or other disposition of the Collateral except as expressly permitted by Section 6herein.

Appears in 1 contract

Samples: Loan and Security Agreement (Agribiotech Inc)

Title to, Liens on, and Sale and Use of Collateral. Each The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that: (a) all of the Collateral with respect to such Borrower is and will continue to be owned by such the Borrower free and clear of all Liens whatsoever, except for Permitted Liens; (b) the Agent's Liens in the Collateral will not be subject to any prior Lien (other thanLien, with respect to Inventory, only Permitted except for those certain Liens described in clause subsections (a), (d), (g) and (o) of such defined term and other than, with respect to Fixed Assets, the definition of Permitted Liens); (c) such the Borrower will use, store, and maintain its the Collateral with all reasonable care and will use such Collateral for lawful purposes only; and (d) such the Borrower will not, without the Agent's prior written approval, not to be unreasonably withheld, sell, or dispose of or permit the sale or disposition of any of the Collateral except for sales of Inventory in the ordinary course of business and sales of Equipment as permitted by Section 6.of

Appears in 1 contract

Samples: Loan and Security Agreement (Merisel Inc /De/)

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Title to, Liens on, and Sale and Use of Collateral. Each The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that: (a) all of the Collateral with respect to such of the Borrower is and will continue to be owned by such the Borrower free and clear of all Liens whatsoever, except for Permitted Liens; (b) the Agent's Liens in the Collateral, other than Shared Collateral and Secured Note Collateral, will not be subject to any prior Lien (other than, with than Purchase Money Liens on fixed assets in respect to Inventory, only Permitted Liens described in clause (d) of such defined term Purchase Money Obligations permitted hereunder and other than, with respect to Fixed Assets, Permitted Existing Liens); (c) such the Borrower will use, store, and maintain its the Collateral with all reasonable care and will use such Collateral for lawful purposes only; and (d) such the Borrower will not, without Agent's the Majority Lenders' prior written approval, sell, sell or dispose of or permit the sale or disposition of any of the Collateral except for sales of Inventory in the ordinary course of business and sales of Equipment as permitted by Section 69.

Appears in 1 contract

Samples: Loan and Security Agreement (Sweetheart Holdings Inc \De\)

Title to, Liens on, and Sale and Use of Collateral. Each The Borrower represents and warrants to the Agent and the Lenders and agrees with the Agent and the Lenders that: (a) all of the Collateral with respect to such of the Borrower is and will continue to be owned by such the Borrower free and clear of all Liens whatsoever, except for Permitted Liens; (b) the Agent's Liens in the Collateral, other than Shared Collateral and Secured Sale/Leaseback Collateral, will not be subject to any prior Lien (other thanthan Purchase Money Liens on fixed assets, with not constituting Credit Agreement Term Loan Equipment Collateral, in respect to Inventory, only Permitted Liens described in clause (d) of such defined term Purchase Money Obligations permitted hereunder and other than, with respect to Fixed Assets, Permitted Existing Liens); (c) such the Borrower will use, store, and maintain its the Collateral with all reasonable care and will use such Collateral for lawful purposes only; and (d) such the Borrower will not, without Agent's the Majority Lenders' prior written approval, sell, sell or dispose of or permit the sale or disposition of any of the Collateral except for sales of Inventory in the ordinary course of business and sales of Equipment as permitted by Section 69.9. The inclusion of proceeds in the Collateral shall not be deemed to constitute the Agent's or any Lender's consent to any sale or other disposition of the Collateral except as expressly permitted herein.

Appears in 1 contract

Samples: Loan and Security Agreement (Sweetheart Holdings Inc \De\)

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