Common use of Disposition of Collateral Clause in Contracts

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21.

Appears in 7 contracts

Samples: Credit and Security Agreement (Green Plains Inc.), Credit and Security Agreement (Green Plains Inc.), Security Agreement (Gaiam, Inc)

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Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 250,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.14.

Appears in 2 contracts

Samples: Security Agreement (PVC Container Corp), Security Agreement (PVC Container Corp)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and Business, (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21; and (c) a Permitted Supply Chain Financing.

Appears in 1 contract

Samples: Credit and Security Agreement (Green Plains Inc.)

Disposition of Collateral. Each Borrower will safeguard and protect ------------------------- all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 250,000 (other than Aircraft) and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.11.

Appears in 1 contract

Samples: Air Methods Corp

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 and only year, to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.21 (to the extent that Obligations are outstanding at the time of such sale).

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Tecumseh Products Co)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment or Equipment no longer used or useful in Borrowers’ business, in each case in the Ordinary Course of Business Business, during any fiscal year having an aggregate fair market value of not more than $100,000 500,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21.

Appears in 1 contract

Samples: Security Agreement (Amrep Corp.)

Disposition of Collateral. Each Subject to the terms and conditions set forth in the Intercreditor Agreement, each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 125,000.00 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.13.

Appears in 1 contract

Samples: Revolving Credit (Allied Motion Technologies Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 50,000 and only to the extent that (i) the net proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the net proceeds of which are remitted to Agent to be applied pursuant to Section 2.21as a prepayment on the installments of the Term Loan in the inverse order of the maturities thereof.

Appears in 1 contract

Samples: Security Agreement (Eos International Inc)

Disposition of Collateral. Each Borrower Loan Party will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and Business, (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21, and (c) dispositions of Equipment by any Borrower to any other Borrower.

Appears in 1 contract

Samples: Security Agreement (Dri Corp)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than Fifty Thousand Dollars ($100,000 50,000) and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.15.

Appears in 1 contract

Samples: Subordination Agreement (Obsidian Enterprises Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 500,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21.

Appears in 1 contract

Samples: Security Agreement (Geokinetics Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 500,000 and only to the Amended & Restated Credit Agreement extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21.

Appears in 1 contract

Samples: Security Agreement (Geokinetics Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.12.

Appears in 1 contract

Samples: Security Agreement (Fonda Group Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.11.

Appears in 1 contract

Samples: Security Agreement (Fairchild Corp)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market book value of not more than $100,000 2,000,000 and only to the extent that (i) the proceeds of any such disposition are either (i) used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.18.

Appears in 1 contract

Samples: Loan and Security Agreement (Swenson Granite Co LLC)

Disposition of Collateral. (a) Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (ai) the sale of Inventory in the Ordinary Course of Business and (bii) the disposition or transfer of obsolete and worn-out Equipment (other than Aircraft) in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 250,000 and only to the extent that (ix) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (iiy) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.21(a).

Appears in 1 contract

Samples: Air Methods Corp

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Disposition of Collateral. Each Borrower Borrowers will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21.

Appears in 1 contract

Samples: Security Agreement (Dreams Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and and, except as otherwise permitted under this Agreement, make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than Five Hundred Thousand Dollars ($100,000 500,000.00), and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21.

Appears in 1 contract

Samples: Security Agreement (Intelligroup Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and Business, (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 50,000.00 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21, or (c) as otherwise provided under Section 7.1 hereof.

Appears in 1 contract

Samples: Credit and Security Agreement (Input Output Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 250,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to as a prepayment in accordance with the provisions of Section 2.212.14.

Appears in 1 contract

Samples: Security Agreement (Danskin Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21as a prepayment on the Term Loan.

Appears in 1 contract

Samples: Security Agreement (Terrace Holdings Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 100,000.00 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21the Obligations.

Appears in 1 contract

Samples: Security Agreement (Bio Reference Laboratories Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.212.11.

Appears in 1 contract

Samples: Security Agreement (Ashlin Development Corp)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 1,500,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to Section 2.21.

Appears in 1 contract

Samples: Security Agreement (Geokinetics Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s 's general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course ordinary course of Business business and (b) the disposition or transfer of obsolete and worn-out Equipment in the Ordinary Course ordinary course of Business business during any fiscal year having an aggregate fair market value of not more than $100,000 250,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s 's first priority security interest or (ii) the proceeds of which are remitted to Agent as a prepayment on the Term Loan to be applied pursuant to in the manner set forth in Section 2.212.14(a).

Appears in 1 contract

Samples: Security Agreement (Batteries Batteries Inc)

Disposition of Collateral. Each Borrower will safeguard and protect all Collateral for Agent’s general account and make no disposition thereof whether by sale, lease or otherwise except (a) the sale of Inventory in the Ordinary Course of Business and (b) the disposition or transfer of obsolete and worn-worn out Equipment in the Ordinary Course of Business during any fiscal year having an aggregate fair market value of not more than $100,000 250,000 and only to the extent that (i) the proceeds of any such disposition are used to acquire replacement Equipment which is subject to Agent’s first priority security interest or (ii) the proceeds of which are remitted to Agent to be applied pursuant to and to the extent required by Section 2.212.21 and (c) the disposition of Collateral by any Borrower to any other Borrower.

Appears in 1 contract

Samples: Security Agreement (Avatech Solutions Inc)

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