Common use of Maintenance and Use of Collateral Clause in Contracts

Maintenance and Use of Collateral. Debtor represents that Debtor owns all of the Collateral free and clear of all liens and encumbrances and agrees that Debtor will not encumber, assign, or grant any security interest in or file any assignment or financing statement with respect to the Collateral, or permit any of the foregoing, without the prior written consent of the Secured Party, and Debtor hereby represents that Debtor has not heretofore done so. Debtor represents that Debtor will not use the Collateral in violation of any statute or ordinance. Secured Party may examine and inspect the Collateral at any time, wherever located. Debtor acknowledges that, even if the Secured Party sells, assigns or otherwise transfers the Note to a third party, the Secured Party’s security interest in the Collateral will survive, and will extend to cover any proceeds from the sale of the Collateral, until the Note is paid in full. Debtor, at its own cost and expense, will maintain the Collateral in good repair and regularly updated condition. Unless otherwise approved by prior written consent of the Secured Party, Debtor shall (i) not sell, assign, lease, transfer or otherwise dispose of any part of the Debtor’s business or the Debtor’s assets, except for inventory items in the ordinary course of the Debtor’s business; (ii) not sell, assign, lease, transfer or otherwise dispose of any assets, or enter into any agreement to do so; (iii) not enter into any sale and leaseback agreement covering any of its fixed assets; (iv) maintain and preserve all rights, privileges, and franchises the Debtor possesses that are material to the operation of the Debtor’s business; and (v) make any repairs, renewals, or replacements to keep the Debtor’s properties and the Collateral in good working condition.