Disposition or Encumbrance of Collateral. The Issuer will not without the prior written consent of the Collateral Agent (A) surrender or lose possession of (other than to the Investors), sell, lease, rent or otherwise dispose of or transfer (collectively, a “Transfer”) any of its property including without limitation its intellectual property or any right or interest therein, other than: (i) Transfers of inventory in the ordinary course of business, (ii) Transfers of non-exclusive licenses and similar arrangements for the use of the property of Issuer in the ordinary course of business, or (iii) Transfers of worn-out or obsolete equipment; (B) create, incur, assume or allow any Lien with respect to any of the Collateral, outside the ordinary course of business; or (C) remove any material portion of the Collateral from its present location within the State of California.
Disposition or Encumbrance of Collateral. Grantor will not encumber, sell or otherwise transfer or dispose of the Collateral without the prior written consent of Lender except as provided in this Section or for Permitted Liens. Until a Default or Event of Default has occurred and is continuing, Grantor may: (a) sell Collateral consisting of: (i) Inventory in the ordinary course of business provided that Grantor receives as consideration for such sale an amount not less than the fair market value of the Inventory at the time of such sale; and (ii) Equipment and Fixtures which in the judgment of Grantor have become obsolete or unusable in the ordinary course of business, provided that all net Proceeds of such sales of Equipment and Fixtures are delivered directly to Lender for application to the Obligations in such order as the Lender may elect; and (b) grant security interests in Equipment and Fixtures in order to secure permitted by the proviso clause to Section 8(b) of the Loan Agreement.
Disposition or Encumbrance of Collateral. Except for the Inventory in the ordinary course of business, the Company will not sell, exchange or otherwise dispose of, or encumber (except pursuant to this Security Agreement) or incur or permit to exist any Liens with respect to any of the Collateral, or any rights thereto, without having obtained the Secured Partys prior written consent in each instance.
Disposition or Encumbrance of Collateral. Debtor will not encumber, sell or otherwise transfer or dispose of the Collateral without the prior written consent of the Agents except as provided in this paragraph. Until a Default or Event of Default has occurred and is continuing, Debtor may sell Collateral consisting of: (a) Inventory in the ordinary course of business provided that Debtor receives as consideration for such sale an amount not less than the fair market value of the Inventory at the time of such sale; and (b) Equipment and Fixtures which in the judgment of Debtor have become obsolete or unusable in the ordinary course of business, provided that all net Proceeds greater than $20,000 of such sales of Equipment and Fixtures are delivered directly to the Agents for application to the Obligations in an amount prorated among the Secured Notes in proportion to the outstanding principal balance of each of the Secured Notes.
Disposition or Encumbrance of Collateral. Grantor will not encumber, sell or otherwise transfer or dispose of the Collateral without the prior written consent of Lender except as provided in this Section or for Permitted Liens. Until a Default or Event of Default has occurred and is continuing, Grantor may sell Collateral consisting of:
Disposition or Encumbrance of Collateral. Grantor will not encumber, sell or otherwise transfer or dispose of the Collateral without the prior written consent of Collateral Agent except as provided in this Section or for Permitted Liens. Until a Default or Event of Default has occurred and is continuing, Grantor may sell Collateral consisting of: (a) Inventory in the ordinary course of business provided that Grantor receives as consideration for such sale an amount not less than the fair market value of the Inventory at the time of such sale; and (b) Equipment and Fixtures which in the judgment of Grantor have become obsolete or unusable in the ordinary course of business, provided that all net Proceeds of such sales of Equipment and Fixtures are (i) used to acquire replacement Equipment or Fixtures or (ii) delivered directly to Collateral Agent for application to the Obligations in such order as the Collateral Agent may elect.
Disposition or Encumbrance of Collateral. Grantor will not encumber, sell or otherwise transfer or dispose of the Collateral without the prior written consent of Secured Party except as provided in this Section or for Permitted Liens. Until a Default or Event of Default has occurred and is continuing, Grantor may sell Collateral consisting of: (a) Inventory in the ordinary course of business provided that Grantor receives as consideration for such sale an amount not less than the fair market value of the Inventory at the time of such sale; and (b) Equipment and Fixtures which in the judgment of Grantor have become obsolete or unusable in the ordinary course of business, provided that all net Proceeds of such sales of Equipment and Fixtures are (i) used to acquire replacement Equipment or Fixtures or (ii) delivered directly to Secured Party for application to the Obligations in such order as the Secured Party may elect.
Disposition or Encumbrance of Collateral. Subject to the terms of the Senior Loan Agreement and the Subordination Agreement, Debtor will not encumber, sell or otherwise transfer or dispose of (collectively, a “Transfer”) the Collateral without the prior written consent of the Secured Parties except for (i) Transfers of Inventory in the ordinary course of business; (ii) Transfers of non-exclusive licenses or exclusive licenses related to distributorship agreements limited to a geographic range or field of use and similar arrangements for the use of the property of Debtor or its Subsidiaries in the ordinary course of business; (iii) Transfers of worn-out or obsolete Equipment; or (iv) Transfers constituting Permitted Investments.
Disposition or Encumbrance of Collateral. Except as provided in this Section 3.3 or in the Loan Documents, Borrower will not encumber, sell, or otherwise transfer or dispose of the Collateral without the prior written consent of Bank, and Borrower shall not relocate Collateral from its United States locations to any of its locations outside of the United States other than in the ordinary course of Borrower’s business. Until a Default or Event of Default has occurred and is continuing, Borrower may sell Collateral consisting of (a) Inventory in the ordinary course of business provided that Borrower receives as consideration for such sale an amount not less than the fair market value of the Inventory at the time of such sale; and (b) Equipment and Fixtures which in the judgment of Borrower have become obsolete and/or unusable in the ordinary course of business; provided that all net Proceeds of such sales of Equipment and Fixtures are delivered directly to Bank for application to the Obligations in such order as Bank may elect.
Disposition or Encumbrance of Collateral. Other than Permitted Liens or Liens granted to a new lender (the “New Lender”) that provides refinancing of the indebtedness currently existing in favor of the Senior Lender with substantially the same terms in all material respects up to the capped amount set forth in Section 2 of the Subordination Agreement between Holder and Silicon Valley Bank, dated June 28, 2013 (the “Capped Amount”), and dispositions of worn-out or obsolete Equipment, the Debtor will not encumber, sell, or otherwise transfer or dispose of any material Collateral, individually or in the aggregate, other than in the ordinary course of business without the prior written consent of the Lender. In addition to the foregoing, other than Permitted Liens and Lien in favor of New Lender, the Debtor shall keep free from all Liens and shall not encumber, sell, or otherwise transfer or dispose of any Copyright, Copyright license, Patent, Patent license, Trademark, Trademark license (other than granting non-exclusive licenses in connection with a joint venture or similar transaction in the ordinary course of business), or any other Intellectual Property without the prior written consent of the Lender. Debtor shall remove any such Lien or encumbrance on the Intellectual Property if it should arise.
