Transfers, Liens and Encumbrances. (a) Sell, assign (by operation of law or otherwise), lease, license, exchange or otherwise transfer or dispose of any of the Collateral, except the Grantors may (i) sell or dispose of Inventory in the ordinary course of business, and (ii) sell or dispose of assets the Grantors have determined, in good faith, not to be useful in the conduct of its business, and (iii) sell or dispose of accounts in the course of collection in the ordinary course of business consistent with past practice.
(b) Directly or indirectly make, create, incur, assume or permit to exist any Lien in, to or against any part of the Collateral other than Permitted Liens.
Transfers, Liens and Encumbrances. (a) Sell, assign (by operation of law or otherwise), lease, license, exchange or otherwise transfer or dispose of any of the Collateral, except each Grantor may (i) sell or dispose of Inventory in the ordinary course of business, and (ii) sell or dispose of assets such Grantor has determined, in good faith, not to be useful in the conduct of its business, and (iii) sell or dispose of accounts in the course of collection in the ordinary course of business consistent with past practice.
(b) Directly or indirectly make, create, incur, assume or permit to exist any Lien in, to or against any part of the Collateral other than Permitted Liens.
(c) Each Grantor covenants and agrees that they will not, without the express written consent of the Secured Party, grant any license (whether exclusive or non-exclusive) to use the Intellectual Property to any party other than another Grantor, except that prior to the occurrence of an Event of Default, each Grantor may, in the ordinary course of business, grant non-exclusive licenses to use the Intellectual Property to unrelated third parties which are customers of any Grantor in connection with arms-length transactions, provided that such non-exclusive licenses do not impair the value of the Intellectual Property. To the extent that any Grantor wishes to seek the Secured Party’s consent to the granting of a license to use Intellectual Property other than as expressly permitted above, then such Grantor shall provide the Secured Party with a written request for such consent, which request shall be accompanied by a copy of the proposed license and any documents, instruments, and agreements related thereto or to be entered into in connection with such license, and such other information regarding the proposed license as the Secured Party may require. The Secured Party shall endeavor to respond to such request within ten (10) days of its receipt of such request, provided, however, that if the Secured Party does not reply within such ten (10) day period, then such request shall be deemed to have been denied by the Secured Party. Further, the Secured Party shall not have been deemed to have consented to any proposed license unless the Secured Party has provided such consent in a writing executed by a duly authorized representative of the Secured Party and delivered to such Grantor. The decision by the Secured Party on whether to grant or withhold its consent to a proposed license shall be made by the Secured Party in its sole a...
Transfers, Liens and Encumbrances. (a) Sell, assign (by operation of law or otherwise), lease, license, exchange or otherwise transfer or dispose of any of the Pledged Property.
(b) Directly or indirectly make, create, incur, assume or permit to exist any Lien in, to or against any part of the Pledged Property other than Permitted Liens.
Transfers, Liens and Encumbrances. Section 12.1. Prohibitions on Transfers, Liens and Encumbrances. ------------ -------------------------------------------------
(a) Borrower acknowledges that in making the Loan, Lender is relying to a material extent on the business expertise and net worth of Borrower and on the continuing interest that Borrower has in the Property. Accordingly, except as specifically set forth in this Mortgage, Borrower (i) will not, and will not permit its partners, members or principals to, effect a Transfer without Lender's prior approval, which may be withheld in Lender's sole discretion and (ii) will keep the Property free from all liens and encumbrances other than the lien of this Mortgage and the Permitted Exceptions. A "Transfer" -------- is defined as any sale, grant, lease (other than bona fide third-party space leases with tenants), conveyance, assignment or other transfer of, or any encumbrance or pledge against, the Property, any interest in the Property, any interest of Borrower's partners, members or principals in the Property, or any change in Borrower's composition (except for transfers of shares in Existing General Partner or transfers of limited partnership interests in Borrower, all as expressly permitted herein), in each instance whether voluntary or involuntary, direct or indirect, by operation of law or otherwise and including the grant of an option or the execution of an agreement relating to any of the foregoing matters.
(b) Borrower represents, warrants and (subject to the provisions relating to Transfers set forth below) covenants that Borrower is a Delaware limited partnership whose managing general partner is Cabot Industrial Trust, a Maryland Real Estate Investment Trust (the "Existing General Partner".) Borrower ------------------------ represents and warrants that as of the date hereof, Existing General Partner owns not less than 42% of the partnership interests in Borrower. Borrower further represents and warrants that, as of the date hereof, the remaining interests in Borrower are limited partnership interests.
Transfers, Liens and Encumbrances. (a) Sell, assign (by operation of law or otherwise), lease, license, exchange or otherwise transfer or dispose of any of the Pledged Property, except Grantor may (i) sell or dispose of Inventory in the ordinary course of business, provided the proceeds from such sale are, subject to standard deferred payment arrangments with customers, paid in cash and upon receipt are immediately deposited directly into a Company bank account, and (ii) sell or dispose of assets the Grantor has determined, in good faith, not to be useful in the conduct of its business, provided the proceeds from such sale are, subject to standard deferred payment arrangments with customers, paid in cash and upon receipt are immediately deposited directly into a Company bank account and (iii) sell or dispose of accounts in the course of collection in the ordinary course of business consistent with past practice, provided the proceeds from such sale are, subject to standard deferred payment arrangments with customers, paid in cash and upon receipt are immediately deposited directly into a Company bank account.
(b) Directly or indirectly make, create, incur, assume or permit to exist any Lien in, to or against any part of the Pledged Property other than Permitted Liens.
Transfers, Liens and Encumbrances. (a) Sell, assign (by operation of law or otherwise), lease, license, exchange or otherwise transfer or dispose of any of the Collateral, except the Grantors may (i) (x) sell or dispose of Inventory or Real Estate or assets related thereto in the ordinary course of business and (y) sell or dispose of the Farm or Mount Xxxxxx or assets related thereto at any time, and (ii) sell or dispose of other assets the Grantors have determined, in good faith, not to be useful in the conduct of its business, and (iii) sell or dispose of accounts in the course of collection in the ordinary course of business consistent with past practice.
(b) Directly or indirectly make, create, incur, assume or permit to exist any Lien in, to or against any part of the Collateral, other than Permitted Liens.
Transfers, Liens and Encumbrances. (a) Sell, assign (by operation of law or otherwise), lease, license, exchange or otherwise transfer or dispose of any of the Pledged Property, except Grantor may (i) sell or dispose of Inventory in the ordinary course of business, and (ii) sell or dispose of assets the Grantor has determined, in good faith, not to be useful in the conduct of its business, (iii) sell or dispose of accounts in the course of collection in the ordinary course of business consistent with past practice; and (iv) discount, factor, sell or otherwise transfer accounts in connection with Permitted Indebtedness (as defined below) described in Section 7.3(viii).
(b) Directly or indirectly make, create, incur, assume or permit to exist any Lien in, to or against any part of the Pledged Property other than Permitted Liens.
Transfers, Liens and Encumbrances
