Common use of Clear Ownership Clause in Contracts

Clear Ownership. The interests of SPE and TSFC combined are, and will continue to be, the record and beneficial ownership of 100% of each Lease and all Equipment subject to Leases in which TSFC is named as Lessor, free and clear of all mortgages, deeds of trust, pledges and other liens, security interests, charges or encumbrances, except for liens for taxes due but not yet payable and liens in favor of Lender, and shall promptly deliver to Lender any executed counterparts of Leases which were not delivered to Lender pursuant to Section 5.3(a) and which have subsequently come into TSFC's or CCI/Triad's possession. Notwithstanding the foregoing, TSFC and SPE shall be entitled to transfer to CCI/Triad or a subsidiary corporation of CCI/Triad record and beneficial ownership of any Equipment subject to Leases in which TSFC is named as Lessor, provided that: (a) SPE remains fully bound under this Agreement with respect to all Obligations, including the Obligations assumed by the assignee; (b) the assignee assumes in writing the Obligations of SPE under this Agreement and recognizes the continuing validity and priority of the lien of Lender in the Equipment; and (c) the assignee executes any documentation reasonably required by Lender to facilitate the foregoing provisions of this Section 9.7

Appears in 1 contract

Sources: Loan and Security Agreement (Cooperative Computing Inc /De/)

Clear Ownership. The interests of SPE and TSFC combined are, and will continue to be, the record and beneficial ownership of 100% of each Lease and all Equipment subject to Leases in which TSFC is named as Lessor, free and clear of all mortgages, deeds of trust, pledges pledges, and other liens, security interests, charges charges, or encumbrances, except for liens for taxes due but not yet payable and liens in favor of Lender, and shall promptly deliver to Lender any executed counterparts of Leases which that were not delivered to Lender pursuant to Section 5.3(a) and which that have subsequently come into TSFC's or CCI/Triad's possession. Notwithstanding the foregoing, TSFC and SPE shall be entitled to transfer to CCI/Triad or a subsidiary corporation of CCI/Triad record and beneficial ownership of any Equipment subject to Leases in which TSFC is named as Lessor, provided that: (a) SPE remains fully bound under this Agreement and the other Operative Documents with respect to all Obligations, including the Obligations assumed by the assignee; (b) the assignee assumes in writing the Obligations of SPE under this Agreement and the other Operative documents and recognizes the continuing validity and priority of the lien of Lender in the EquipmentCollateral; and (c) the assignee executes any documentation reasonably required by Lender to facilitate the foregoing provisions of this Section 9.7.

Appears in 1 contract

Sources: Loan and Security Agreement (Cooperative Computing Inc /De/)