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 the Agent and the Lenders and agrees with the Agent and the Lenders that: (a) all of its Collateral 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 except for those Liens identified, and to the limited extent provided, in CLAUSES (d), (e), and (h) of the definition of Permitted Liens; (c) such Borrower will use, store, and maintain 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 (i) sales of Inventory in the ordinary course of business, (ii) sales of Equipment and Real Estate as permitted by SECTION 9.9(c)(ii) and SECTION 9.19 and (iii) subject to and as provided by SECTION 9.9, sales of Accounts by any RPA Seller to MRC pursuant to the RPA. Each RPA Seller represents and warrants to the Agent and the Lenders that it is the owner and holder of its RPA Seller Note.

Title to, Liens on, and Sale and Use of Collateral. Title to, -------------------------------------------------- Each Borrower represents and warrants to the Agent and the Lenders and agrees Lender with the Agent and the Lenders respect to collateral owned by such Borrower that: (a) all of its Collateral is and will continue to be owned by such Borrower free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Agent's Liens in the Collateral Security Interest will not be subject to any prior Lien except for those the Liens identifieddescribed in (b), and to the limited extent provided, in CLAUSES (dc), (e), (f), (h), (i) and (hj) of the definition of Permitted Liens; (c) such Borrower will use, store, and maintain the such Collateral with all reasonable care and will use such Collateral for lawful purposes only; and (d) such Borrower will not, without the AgentLender's prior written approval, sell sell, lease, or dispose of, of or permit the sale or disposition ofof such Collateral or any portion thereof, any of the Collateral except for (i) sales of Inventory in the ordinary course of business, (ii) sales of Equipment business and Real Estate as permitted by SECTION 9.9(c)(ii) and SECTION 9.19 and (iii) subject Section 7.12. The inclusion of Proceeds in the Collateral shall not be deemed the Lender's consent to and any sale or other disposition of the Collateral except as provided by SECTION 9.9, sales of Accounts by any RPA Seller to MRC pursuant to the RPA. Each RPA Seller represents and warrants to the Agent and the Lenders that it is the owner and holder of its RPA Seller Noteexpressly permitted herein.

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 its such Borrower's Collateral and Real Estate 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 except for those Liens identified, and to the limited extent provided, in CLAUSES (d), (e), and (h) of the definition of Permitted Liens, if any, specifically identified on Schedule 7.2; (c) such Borrower will use, store, and maintain the Collateral with all reasonable care and will use such the Collateral for lawful purposes only; and (d) such Borrower will not, without the Agent's prior written approval, sell sell, or dispose of, of or permit the sale or disposition ofof any Collateral, any of the Collateral except for (i1) Accounts of RMC, Hutch, NWR and Willow transferred to RRC pursuant to the terms of the Receivables Purchase Agreement, (2) sales of Inventory in the ordinary course of business, and (ii3) sales dispositions of Equipment and Real Estate as permitted by SECTION 9.9(c)(ii) and SECTION 9.19 and (iii) subject Section 5.11. The inclusion of proceeds in the Collateral shall not be deemed to and constitute the Agent's or any Lender's consent to any sale or other disposition of the Collateral except as provided by SECTION 9.9, sales of Accounts by any RPA Seller to MRC pursuant to the RPA. Each RPA Seller represents and warrants to the Agent and the Lenders that it is the owner and holder of its RPA Seller Noteexpressly permitted herein.

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 its Collateral 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 except for those Liens identified, and to the limited extent provided, in CLAUSES clauses (d), (e), and (h) of the definition of Permitted Liens; (c) such Borrower will use, store, and maintain 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 (i) sales of Inventory in the ordinary course of business, (ii) sales of Equipment and Real Estate as permitted by SECTION 9.9(c)(iiSection 9.9(b)(iv) and SECTION Section 9.19 and (iii) subject to and as provided by SECTION Section 9.9, sales of Accounts by any RPA Seller to MRC pursuant to the RPA. Each RPA Seller represents and warrants to the Agent and the Lenders that it is the owner and holder of its RPA Seller Note.

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 its 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) the Agent's Liens in the Collateral with respect to such Borrower will not be subject to any prior Lien except for those Liens identified, and to the limited extent provided, in CLAUSES (d), (e), and (h) of the definition of Permitted Liens, if any, specifically identified on Schedule 7.2; (c) such Borrower will use, store, and maintain the Collateral with respect to such Borrower 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 sell, or dispose of, of or permit the sale or disposition of, of any of the Collateral with respect to such Borrower except for (i) sales of Inventory in the ordinary course of business, (ii) business and sales of Equipment and Real Estate as permitted by SECTION 9.9(c)(iiSections 5.11(c) and SECTION 9.19 and (iii) subject or 8.9(b). The inclusion of proceeds in the Collateral shall not be deemed to and constitute the Agent's or any Lender's consent to any sale or other disposition of the Collateral except as provided by SECTION 9.9, sales of Accounts by any RPA Seller to MRC pursuant to the RPA. Each RPA Seller represents and warrants to the Agent and the Lenders that it is the owner and holder of its RPA Seller Noteexpressly permitted herein.

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 respect to Collateral owned by such Borrower that: (a) all of its Collateral is and will continue to be owned by such Borrower free and clear of all Liens whatsoever, except for the Security Interest and other Permitted Liens; (b) the Agent's Liens in the Collateral Security Interest will not be subject to any prior Lien except for those the Liens identifieddescribed in (b), and to the limited extent provided, in CLAUSES (dc), (e), and (f), (h), (i) and j) of the definition of Permitted Liens; (c) such Borrower will use, store, and maintain the such 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 sell, lease, or dispose of, of or permit the sale or disposition ofof such Collateral or any portion thereof, any of the Collateral except for (i) sales of Inventory in the ordinary course of business, (ii) sales of Equipment business and Real Estate as permitted by SECTION 9.9(c)(ii) and SECTION 9.19 and (iii) subject 7.12 The inclusion of Proceeds in the Collateral shall not be deemed the Agent's consent to and any sale or other disposition of the Collateral except as provided by SECTION 9.9, sales of Accounts by any RPA Seller to MRC pursuant to the RPA. Each RPA Seller represents and warrants to the Agent and the Lenders that it is the owner and holder of its RPA Seller Noteexpressly permitted herein.

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 its 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) the Agent's Liens in the Collateral with respect to such Borrower will not be subject to any prior Lien except for those Liens identified, and to the limited extent provided, in CLAUSES (d), (e), and (h) of the definition of Permitted Liens, if any, specifically identified on Schedule 7.2; (c) such Borrower will use, store, and maintain the Collateral with respect to such Borrower 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 sell, or dispose of, of or permit the sale or disposition of, of any of the Collateral with respect to such Borrower except for (i) sales of Inventory in the ordinary course of business, (ii) business and sales of Equipment and Real Estate as permitted by SECTION 9.9(c)(iiSections 5.11(c) and SECTION 9.19 and (iii) subject or 8.9. The inclusion of proceeds in the Collateral shall not be deemed to and constitute the Agent's or any Lender's consent to any sale or other disposition of the Collateral except as provided by SECTION 9.9, sales of Accounts by any RPA Seller to MRC pursuant to the RPA. Each RPA Seller represents and warrants to the Agent and the Lenders that it is the owner and holder of its RPA Seller Noteexpressly permitted herein.