Common use of Bills of Lading and Other Documents of Title Clause in Contracts

Bills of Lading and Other Documents of Title. On and after the date hereof, with respect to goods purchased by a Borrower which are outside the United States of America and in transit to the premises of such Borrower or the premises of a Freight Forwarder in the United States of America (i) if Borrowers have elected to comply with the eligibility criteria in clause (c)(i)(A) of the definition of Eligible In-Transit Inventory and the eligibility criteria of clause (f)(i) of the definition of Eligible In-Transit LC Inventory, each Borrower shall cause all bills of lading or other documents of title relating to such goods to be issued in a form so as to constitute negotiable documents as such term is defined in the Uniform Commercial Code, (ii) if Borrowers have elected to comply with the eligibility criteria in clause (c)(i)(B) or (C) of the definition of Eligible In-Transit Inventory and the eligibility criteria of clause (f)(ii) or (iii) of the definition of Eligible In-Transit LC Inventory, each Borrower shall cause all bills of lading or other documents of title relating to such goods to be issued in a form so as to constitute non-negotiable documents as such term is defined in the Uniform Commercial Code and (iii) other than those relating to goods being purchased pursuant to a Letter of Credit Accommodation, to be issued either to the order of Agent or such other person as the Agent may from time to time designate for such purpose as consignee or such Borrower as consignee, as Agent may specify.

Bills of Lading and Other Documents of Title. On and With respect to Inventory in transit to premises of a customs broker in the United States or premises of Obligors in the United States of America, after the date hereofoccurrence and during the continuance of an Event of Default, with respect (a) Obligors shall cause all bills of lading and other documents of title relating to goods being purchased by a Borrower it which are outside the United States of America and in transit to such premises to name Obligors as consignee, unless and until Agent directs otherwise; (b) at such time and from time to time as Agent may direct, Obligors shall cause Agent or such other financial institution or other person as Agent may specify to be named as consignee; (c) without limiting any other rights of Agent or any Lender hereunder, Agent shall have the premises right to endorse and negotiate on behalf of , and as attorney in fact for, Obligors any bill of lading or other document of title with respect to such goods ▇▇▇ing Obligors as consignee to Agent; (d) there shall be three (3) originals of each of such Borrower bill of lading or the premises other document of a Freight Forwarder in the United States of America title which unless and upon Agen▇'▇ direction, shall be delivered as follows: (i) if Borrowers have elected one (1) original to comply with such customs broker as the eligibility criteria in clause applicable Obligor may specify (c)(i)(Aso long as Agent has received a Collateral Access Agreement duly executed and delivered by such customs broker), and (ii) two (2) originals to Agent or to such other person as Agent may designate for such purpose; (e) Obligors shall obtain a copy (but not the originals) of such bill of lading or other documents of title from the definition of Eligible In-Transit Inventory and the eligibility criteria of clause customs broker a▇▇ (f)(if) of the definition of Eligible In-Transit LC Inventory, each Borrower Obligors shall cause all bills of lading or other documents of title relating to such goods purchased by Obligors which are outside the United States and in transit to the premises of Obligors or the premises of a customs broker in the United States to be issued in a form so as to constitute negotiable documents as such term is defined in the Uniform Commercial Code, (ii) if Borrowers have elected to comply with the eligibility criteria in clause (c)(i)(B) or (C) of the definition of Eligible In-Transit Inventory and the eligibility criteria of clause (f)(ii) or (iii) of the definition of Eligible In-Transit LC Inventory, each Borrower shall cause all bills of lading or other documents of title relating to such goods to be issued in a form so as to constitute non-negotiable documents as such term is defined in the Uniform Commercial Code and (iii) other than those relating to goods being purchased pursuant to a Letter of Credit Accommodation, to be issued either to the order of Agent or such other person as the Agent may from time to time designate for such purpose as consignee or such Borrower as consignee, as Agent may specify.

Bills of Lading and Other Documents of Title. (a) On and after the date hereof, with respect to goods purchased by a Borrower which are outside the United States of America and in transit to the premises of such Borrower or the premises of a Freight Forwarder in the United States of America (i) if Borrowers have elected to comply with the eligibility criteria in clause (c)(i)(A) of the definition of Eligible In-Transit Inventory and the eligibility criteria of clause (f)(i) of the definition of Eligible In-Transit LC Inventory, each Borrower shall cause all bills of lading or other documents of title relating to such goods to be issued in a form so as to constitute negotiable documents as such term is defined in the Uniform Commercial CodeUCC, (ii) if Borrowers have elected to comply with the eligibility criteria in clause (c)(i)(B) or (C) of the definition of Eligible In-Transit Inventory and the eligibility criteria of clause (f)(ii) or (iii) of the definition of Eligible In-Transit LC Inventory, each Borrower shall cause all bills of lading or other documents of title relating to such goods to be issued in a form so as to constitute non-negotiable documents as such term is defined in the Uniform Commercial Code UCC and (iii) other than those relating to goods being purchased pursuant to a Letter of Credit AccommodationCredit, to be issued either to the order of Agent or such other person as the Agent may from time to time designate for such purpose as consignee or such Borrower as consignee. (b) There shall be no more than three (3) originals of any bills of lading and other documents of title relating to goods being purchased by a Borrower which are outside the United States of America and in transit to the premises of such Borrower or the premises of a Freight Forwarder in the United States of America. As to any such bills of lading or other documents of title, unless and until Agent shall direct otherwise, three (3) originals of each of such ▇▇▇▇ of lading or other document of title shall be delivered to such Freight Forwarder as such Borrower may specify and that is party to a Collateral Access Agreement. Upon the request of Agent, one (1) original of each such ▇▇▇▇ of lading or other document of title shall be delivered to Agent. To the extent that the terms of this Section 7.5 have not been satisfied as to any Inventory, such Inventory shall not constitute Eligible Inventory, except as Agent may specifyotherwise agree.