Common use of Use of Collateral Clause in Contracts

Use of Collateral. Except for the Membership Certificates, so long as no Event of Default has occurred and is continuing, Member reserves the right to, and shall be entitled to, use and possess the Collateral and exercise all of its right, title and interest in, to and under the Collateral, including under the LLC Agreement and to receive and use (subject to the terms of the Financing Agreement) all income, profit and other distributions in respect of the Collateral. Provided that no Event of Default shall have occurred and be continuing, Member shall be permitted to exploit, use, enjoy, protect, license, sublicense, assign, sell, dispose of or take other actions with respect to the intellectual property of Borrower in the ordinary course of its business to the extent permitted by the Financing Agreement and the other Operative Documents.

Appears in 4 contracts

Sources: Financing Agreement (First Wind Holdings Inc.), Financing Agreement (First Wind Holdings Inc.), Financing Agreement (First Wind Holdings Inc.)

Use of Collateral. Except for the Membership Certificates, so long as no Event of Default has occurred and is continuing, Member Borrower reserves the right to, and shall be entitled to, use and possess the Collateral and exercise all of its right, title and interest in, to and under the Collateral, including under the LLC Agreement Agreements and to receive and use (subject to the terms of the Financing Agreement) all income, profit and other distributions in respect of the Collateral. Provided that no Event of Default shall have occurred and be continuing, Member Borrower shall be permitted to exploit, use, enjoy, protect, license, sublicense, assign, sell, dispose of or take other actions with respect to the intellectual property Intellectual Property of Borrower the Project Companies in the ordinary course of its business to the extent permitted by the Financing Agreement and the other Operative Documents.

Appears in 4 contracts

Sources: Financing Agreement (First Wind Holdings Inc.), Financing Agreement (First Wind Holdings Inc.), Financing Agreement (First Wind Holdings Inc.)

Use of Collateral. Except for the Membership Certificates, so So long as no Event of Default has occurred and is continuing, Member Guarantor reserves the right to, and shall be entitled to, use and possess the Collateral and exercise all of its right, title and interest in, to and under the Collateral, including under the LLC Agreement Assigned Agreements and to receive and use (subject to the terms of the Financing Agreement) all income, profit and other distributions in respect of the Collateral. Provided that no Event of Default shall have occurred and be continuing, Member Guarantor shall be permitted to exploit, use, enjoy, protect, license, sublicense, assign, sell, dispose of or take other actions with respect to the intellectual property Intellectual Property of Borrower in the ordinary course of its business to the extent permitted by the Financing Agreement and the other Operative Documents.

Appears in 4 contracts

Sources: Financing Agreement (First Wind Holdings Inc.), Financing Agreement (First Wind Holdings Inc.), Financing Agreement (First Wind Holdings Inc.)