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

Third Parties in Possession of Collateral. Other than in connection with repairs or maintenance to such Collateral, and subject to the terms of Section 8.10 of the Credit Agreement, it shall not permit any third Person (including any warehouseman, bailee, agent, consignee or processor) to hold any Collateral, unless it shall: (i) notify such third Person of the security interests created hereby; (ii) instruct such Person to hold all such Collateral for Secured Party's account subject to Secured Party's instructions; and (iii) take all other actions the Secured Party reasonably deems necessary to perfect and protect its and such Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the warehouseman, bailee, consignee, agent, processor or other third Person is located (including the filing of a financing statement in the proper jurisdiction naming the applicable third Person as debtor and the applicable 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).

Appears in 3 contracts

Samples: Security Agreement (Marketing Specialists Corp), Credit Agreement (Marketing Specialists Corp), Credit Agreement (Marketing Specialists Corp)

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Third Parties in Possession of Collateral. Other than Except in connection with repairs or maintenance to such Collateral, and subject to the terms sales of Section 8.10 Accounts permitted by SECTION 11.8 of the Credit Agreement, it Debtor shall not permit any third Person (including any warehouseman, bailee, agent, consignee consignee, or processor) to hold any Collateral, unless it Debtor shall: (ia) notify such third Person of the security interests created hereby; (iib) instruct such Person to hold all such Collateral for Secured Party's account subject to Secured Party's instructions; and (iiic) take all other actions the Secured Party reasonably deems necessary to perfect and protect its and such Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the such warehouseman, bailee, consignee, agent, processor processor, or other third Person is located (including the filing of a financing statement statements in the proper jurisdiction jurisdictions naming the applicable third Person as debtor and the applicable 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).

Appears in 2 contracts

Samples: Pledge and Security Agreement (First Investors Financial Services Group Inc), Pledge and Security Agreement (First Investors Financial Services Group Inc)

Third Parties in Possession of Collateral. Other than in connection with repairs or maintenance to such Collateral, and subject to the terms of Section 8.10 of the Credit Agreement, it Debtor shall not ----------------------------------------- permit any third Person (including any warehouseman, bailee, agent, consignee consignee, or processor) to hold any Collateral, unless it Debtor shall: (i) notify such third Person of the security interests created hereby; (ii) instruct such Person to hold all such Collateral for Secured Party's account subject to Secured Party's instructions; and (iii) take all other actions the Secured Party reasonably deems necessary to perfect and protect its and such Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the such warehouseman, bailee, consignee, agent, processor processor, or other third Person is located (including the filing of a financing statement statements in the proper jurisdiction jurisdictions naming the applicable third Person as debtor and the applicable 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).

Appears in 2 contracts

Samples: Pledge and Security Agreement (Renaissance Worldwide Inc), Pledge and Security Agreement (Renaissance Worldwide Inc)

Third Parties in Possession of Collateral. Other than in connection with repairs or maintenance to such Collateral, Except as otherwise permitted by Section 4.2 and subject to the terms of Section 8.10 10.10 of the Credit Agreement, it Debtor shall not permit any third Person (including any warehouseman, bailee, agent, consignee or processor) to hold any Collateral, unless it shall: (ia) notify such third Person of the security interests created hereby; (iib) instruct such Person to hold all such Collateral for Secured PartyAgent's account subject to Secured PartyAgent's instructions; and (iiic) subject to Section 4.2, take all other actions the Secured Party Agent reasonably deems necessary to perfect and protect its and such the Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the warehouseman, bailee, consignee, agent, processor or other third Person is located (including the filing of a financing statement in the proper jurisdiction naming the applicable third Person as debtor and the applicable 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).

Appears in 2 contracts

Samples: Credit Agreement (Tufco Technologies Inc), Credit Agreement (Tufco Technologies Inc)

Third Parties in Possession of Collateral. Other than Except in connection with repairs or maintenance to such Collateral, and subject to the terms sales of Section 8.10 Accounts permitted by SECTION 11.8 of the Credit Agreement, it Debtor shall not permit any third Person Person, except for the engagement of third party contractors in connection with the administration and disposition of receivables, (including any warehouseman, bailee, agent, consignee consignee, or processor) to hold any Collateral, unless it Debtor shall: (i) notify such third Person of the security interests created hereby; (ii) instruct such Person to hold all such Collateral for Secured Party's account subject to Secured Party's instructions; and (iii) take all other actions the Secured Party reasonably deems necessary to perfect and protect its and such Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the such warehouseman, bailee, consignee, agent, processor processor, or other third Person is located (including the filing of a financing statement statements in the proper jurisdiction jurisdictions naming the applicable third Person as debtor and the applicable 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).

Appears in 1 contract

Samples: Pledge and Security Agreement (First Investors Financial Services Group Inc)

Third Parties in Possession of Collateral. Other than in connection with repairs or maintenance to such Collateral, and subject to the terms of Except as otherwise permitted by Section 8.10 10.10 of the Credit Agreement, it Debtor shall not permit any third Person (including any warehouseman, bailee, agent, consignee or processor) to hold any Collateral, unless it Debtor shall: (i) notify such third Person of the security interests created hereby; (ii) instruct such Person to hold all such Collateral for Secured Party's account subject to Secured Party's instructions; and (iii) take all other actions the Secured Party reasonably deems necessary to perfect and protect its and such the Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the warehouseman, bailee, consignee, agent, processor or other third Person is located (including the filing of a financing statement in the proper jurisdiction naming the applicable third Person as debtor and the applicable 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).

Appears in 1 contract

Samples: Security Agreement (Tufco Technologies Inc)

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Third Parties in Possession of Collateral. Other than in connection with repairs or maintenance to such CollateralExcept as otherwise permitted by Section 4.2(b)(v)(D), and subject to the terms of Section 8.10 of the Credit Agreement, it Debtor shall not permit any third Person (including any warehouseman, bailee, agent, consignee or processor) to hold any Collateral, unless it shall: (ia) notify such third Person of the security interests created hereby; (iib) instruct such Person to hold all such Collateral for Secured PartyAdministrative Agent's account subject to Secured Partythe Administrative Agent's instructions; and (iiic) subject to Section 4.2, take all other actions as the Secured Party Administrative Agent reasonably deems necessary requests in writing to perfect and protect its and such the Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the warehouseman, bailee, consignee, agent, processor or other third Person is located (including the filing of a financing statement in the proper jurisdiction naming the applicable third Person as debtor and the applicable Debtor Administrative Agent as secured party and notifying the third Person's secured lenders of Debtorthe Administrative Agent's interest in such Collateral before the third Person receives possession of the Collateral in question).

Appears in 1 contract

Samples: Credit Agreement (Spectralink Corp)

Third Parties in Possession of Collateral. Other than in connection with repairs or maintenance to such CollateralExcept as otherwise permitted by Section 4.2, and subject to the terms of Section 8.10 of the Credit Agreement, it each Debtor shall not permit any third Person (including any warehouseman, bailee, agent, consignee to have or processor) to hold obtain possession of or control over any Collateral, unless it such Debtor shall: (ia) notify such third Person of the security interests created hereby; (iib) instruct such Person to hold all such Collateral for Secured Party's Agent’s account subject to Secured Party's instructionsAgent’s instructions (which instructions may only be provided by Agent during the existence of a Default and otherwise in accordance with this Agreement and the other Loan Documents); and (iiic) subject to Section 4.2, take all other actions the Secured Party Agent reasonably deems necessary to perfect and protect its and such Debtor's ’s interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the warehouseman, bailee, consignee, agent, processor or other third Person is located (including the filing of a financing statement in the proper jurisdiction naming the applicable third Person as debtor and the applicable 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).

Appears in 1 contract

Samples: Security Agreement (Universal Power Group Inc.)

Third Parties in Possession of Collateral. Other than Except in connection with repairs or maintenance to such Collateral, and subject to the terms sales of Section 8.10 Accounts permitted by SECTION 11.8 of the Credit Agreement, it Debtor shall not permit any third Person Person, except for the engagement of third party contractors in connection with the administration and disposition of receivables, (including any warehouseman, bailee, agent, consignee consignee, or processor) to hold any Collateral, unless it Debtor shall: (ia) notify such third Person of the security interests created hereby; (iib) instruct such Person to hold all such Collateral for Secured Party's account subject to Secured Party's instructions; and (iiic) take all other actions the Secured Party reasonably deems necessary to perfect and protect its and such Debtor's interests in such Collateral pursuant to the requirements of the UCC of the applicable jurisdiction where the such warehouseman, bailee, consignee, agent, processor processor, or other third Person is located (including the filing of a financing statement statements in the proper jurisdiction jurisdictions naming the applicable third Person as debtor and the applicable 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).

Appears in 1 contract

Samples: Pledge and Security Agreement (First Investors Financial Services Group Inc)

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