PLEASE TAKE NOTICE THAT, on Tuesday, January 15, 2019 at 10:00 a.m. (CST) (the “Sale Date”) at the office of Saul Ewing Arnstein & Lehr LLP, 161 N. Clark Street, Suite 4200, Chicago, Illinois 60601, Abode Technologies, Inc. (“Abode” or the “Secured Party”), pursuant to Section 9-610 et seq. of the Revised Uniform Commercial Code as adopted under New York and other applicable law and, as applicable that certain Security Agreement dated April 4, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement,” and collectively with various other agreements, instruments, financing statement and documents entered into in connection therewith, all as may have been amended, modified or restated from time to time, the “Loan Documents”) by and between USRealty.com Corporation (“Borrower”) and Abode, as successor to the original secured party, Abode will hold a public sale of all Borrower’s right, title and interest in and to all of the following:
All fixtures and personal property of every kind and nature including all accounts, goods (including inventory and equipment), documents (including, if applicable, electronic documents), Intellectual Property Collateral (as that term is defined in the Security Agreement), instruments, promissory notes, chattel paper (whether tangible or electronic), letters of credit, letter-of-credit rights, Pledged Interests, any other securities and all other investment property, general intangibles (including all payment intangibles), money, deposit accounts, and any other contract rights or rights to the payment of money; and all Proceeds and products of each of the foregoing, (collectively, the “Collateral”).
Terms and Conditions of Sale. Secured Party will offer to sell all of its respective Collateral by public sale pursuant to such terms and conditions as are acceptable to such Secured Party. The Collateral will be sold “AS IS, WHERE IS,” with all faults and without recourse, representation, warranty or guaranty, whether express or implied. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SECURED PARTY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND SECURED PARTY WILL NOT BE LIABLE FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. The Secured Party reserves the right on or prior to the Sale Date to (i) withdraw all or any portion of the Collateral from the sale for any reason whatsoever, (ii) offer to sell the Collateral in bulk or in separate parts, (iii) modify, waive or amend any terms or conditions of the sale or impose any other terms of conditions on the sale, and (iv) if the Secured Party deems appropriate, reject any bids or continue the sale without prior notice. Secured Party has prepared a bid for the Collateral pursuant to the terms of a stalking-horse offer which may be reviewed by contacting Secured Party’s counsel utilizing the contact information below.
In addition to the foregoing terms and conditions, the sale will be conducted using the following procedures, among others, and as may be announced at or prior to the sale by Secured Party: all bids must be in writing and submitted to Secured Party’s counsel (contact information below) so as to be received no later than January 14, 2019, at 4:00 p.m. (central time) (the “Bid Deadline”); all bids must be accompanied by evidence to Secured Party’s satisfaction that the bidder has access to funds sufficient to purchase the Collateral; and all bids must be irrevocable until closing. Qualified bidders must deliver a deposit equal to $50,000 to Secured Party in readily available funds, no later than the Bid Deadline which Secured Party shall hold in escrow pending the results of the sale. The Borrower is entitled to an accounting of the unpaid indebtedness at no charge.
Secured Party may cancel or postpone the sale for any reason whatsoever by announcement at the time and place of the sale and the Secured Party reserves the right to provide financing to any bidder. All inquiries regarding the Collateral should be directed to Konstantinos Armiros, Saul Ewing Arnstein & Lehr LLP, 161 North Clark Street, Suite 4200, Chicago, Illinois 60601, (312) 876-6664 (telephone), email: [email protected], and all requests for inspection of the Collateral should be directed Mr. Armiros.
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