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. The Borrower represents and warrants to the Lender that: (a) all Collateral is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Security Interest will not be subject to any prior Lien except the Permitted Liens; (c) the Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the Collateral with all reasonable care and will use the Collateral for lawful purposes only; and (d) neither the Borrower nor the LSB Guarantor Subsidiaries will, without the Lender's prior written approval, sell, or dispose of or permit the sale or disposition of any Collateral, except for (i) sales of Inventory in the ordinary course of business, and (ii) as otherwise provided or allowed by this Agreement or any of the other Loan Documents. The inclusion of Proceeds in the Collateral shall not be deemed the 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 (LSB Industries Inc)

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Title to, Liens on, and Sale and Use of Collateral. The Borrower represents and warrants to the Lender Agent and the Lenders and agrees with the Agent and the Lenders that: (a) all of the Collateral of the Borrower is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Security Interest Agent's Liens in the Collateral, other than Shared Collateral and Secured Note Collateral, will not be subject to any prior Lien except the Permitted (other than Purchase Money Liens on fixed assets in respect of Purchase Money Obligations permitted hereunder and Existing Liens); (c) the Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the Collateral with all reasonable care and will use the such Collateral for lawful purposes only; and (d) neither the Borrower nor the LSB Guarantor Subsidiaries willwill not, without the Lender's Majority Lenders' prior written approval, sell, sell or dispose of or permit the sale or disposition of any Collateral, except for (i) sales of Inventory in the ordinary course of business, and (ii) as otherwise provided or allowed by this Agreement or any of the other Loan DocumentsCollateral except as permitted by Section 9.9. The inclusion of Proceeds 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\)

Title to, Liens on, and Sale and Use of Collateral. The Each Borrower represents and warrants to the Lender that: (a) all Collateral is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary Borrowers free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Security Interest will not be subject to any prior Lien except for the Liens described in (b) of the definition of Permitted Liens; (c) the each Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the Collateral with all reasonable care and will use the Collateral for lawful purposes only; and (d) neither upon the Lender's request, Accounts due from the United States or any agency or department of the United States shall be duly assigned to the Lender in full compliance with the Federal Assignment of Claims Act (31 U.S.C.A. ss. 3727 ET SEQ.); and (e) no Borrower nor the LSB Guarantor Subsidiaries will, without the Lender's prior written approval, sell, lease, or dispose of or permit the sale or disposition of any Collateral, except for (i) sales of Inventory in the ordinary course of business, and (ii) as otherwise provided or allowed by this Agreement Collateral or any of the other Loan Documentsportion thereof. The inclusion of Proceeds in the Collateral shall not be deemed the 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 (General Credit Corp)

Title to, Liens on, and Sale and Use of Collateral. The Each Borrower represents and warrants to the Lender that: (a) all Collateral is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Security Interest will not be subject to any prior Lien except the Permitted Liens; (c) the Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the Collateral with all reasonable care and will use the Collateral for lawful purposes only; and (d) neither the Borrower nor the LSB Guarantor Subsidiaries willwill not, without the Lender's prior written approval, sell, or dispose of or permit the sale or disposition of any Collateral, except for (i) sales of Inventory in the ordinary course of business, and (ii) as otherwise provided or allowed by this Agreement or any of the other Loan Documents. The inclusion of Proceeds in the Collateral shall not be deemed the 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 (LSB Industries Inc)

Title to, Liens on, and Sale and Use of Collateral. The Borrower represents and warrants to the Lender with respect to Collateral owned by the Borrower that: (a) except for sales or transfers of Inventory in the ordinary course of business, all Collateral is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Security Interest will not be subject to any prior Lien except for the Liens described in (b), (c), (d), (e), (f), (h), (i), (j), (k) and (l) of the definition of Permitted Liens; (c) the Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the such Collateral with all reasonable care and will use the such Collateral for lawful purposes only; and (d) neither the Borrower nor the LSB Guarantor Subsidiaries willwill not, without the Lender's prior written approval, sell, lease, or dispose of or permit the sale or disposition of such Collateral or any Collateralportion thereof, except for (i) sales or transfers of Inventory in the ordinary course of business, and (ii) as otherwise provided or allowed by this Agreement or any of the other Loan Documents. The inclusion of Proceeds in the Collateral shall not be deemed the 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 (Cosmetic Center Inc)

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Title to, Liens on, and Sale and Use of Collateral. The Borrower represents and warrants to the Lender that: (a) all Collateral is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Security Interest will not be subject to any prior Lien except for the Liens described in the definition of Permitted Liens; (c) the Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the Collateral with all reasonable care and will use the Collateral for lawful purposes only; and (d) neither the Borrower nor the LSB Guarantor Subsidiaries willwill not, without the Lender's prior written approval, sell, lease, or dispose of or permit the sale or disposition of the Collateral or any Collateralportion thereof, except for (i) sales of Inventory in the ordinary course of business, business and (ii) as otherwise provided or allowed permitted by this Agreement or any of the other Loan DocumentsSECTION 7.11. The inclusion of Proceeds in the Collateral shall not be deemed the Lender's consent to any sale or other disposition of the Collateral except as expressly permitted herein.

Appears in 1 contract

Samples: Security Agreement (Strouds Inc)

Title to, Liens on, and Sale and Use of Collateral. The Borrower represents and warrants to the Lender that: (a) all Collateral is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Security Interest will not be subject to any prior Lien except the Permitted Liens; (c) the Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the Collateral with all reasonable care and will use the Collateral for lawful purposes only; and (d) neither the Borrower nor the LSB Guarantor Subsidiaries willwill not, without the Lender's prior written approval, sell, or dispose of or permit the sale or disposition of any Collateral, except for (i) sales of Inventory in the ordinary course of business, (ii) sales of worn out or obsolete Equipment or Equipment no longer used in Borrower's business, and (iiiii) as otherwise provided or allowed by this Agreement or any of the other Loan Documents. The inclusion of Proceeds in the Collateral shall not be deemed the 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 (LSB Industries Inc)

Title to, Liens on, and Sale and Use of Collateral. The Borrower represents represents, warrants and warrants covenants to the Lender that: (ai) all Collateral is and will continue to be owned by the Borrower or a LSB Guarantor Subsidiary free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (bii) the Security Interest will not be subject to any prior Lien except the Permitted Liens, if any; (ciii) the Borrower and each LSB Guarantor Subsidiary will use, store, and maintain the Collateral with all reasonable care and will use the Collateral for lawful purposes only; and (div) neither the Borrower nor the LSB Guarantor Subsidiaries willwill not, without the Lender's prior written approval, sell, or dispose of of, or permit the sale or disposition of any Collateral, Collateral except for (i) sales of Inventory in the ordinary course of business, ; and (iiv) as otherwise provided the Borrower will not, without the Lender's prior written approval, sell, dispose of, transfer or allowed assign any equity securities of Rapid Cast, Inc., now or hereafter owned by this Agreement the Borrower (beneficially or any of the other Loan Documentsotherwise). The inclusion of Proceeds in the Collateral shall not be deemed the Lender's consent to any sale or other disposition of the Collateral except as expressly permitted herein.

Appears in 1 contract

Samples: Bridge Loan and Security Agreement (Incomnet Inc)

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